Written by: Katherine Lawrence
Story by: Gavin Blair Katherine Lawrence
Dan Didio Phil Mitchell
Ian Pearson

  Transcribed by: Kim McFarland

[In a darkened sky, a tear appears and stabilizes into a portal. The Saucy Mare comes through. The portal collapses. Mournful music plays as Bob, Matrix, AndrAIa, Capacitor, and Frisket look over the Saucy Mare's railing. Frisket barks. Bob is first surprised, then saddened. Matrix draws back in shock. AndrAIa puts a hand over her mouth. Frisket whines and shakes his head.]
Bad sectors found.Capacitor:
[incredulously] By the code!
[Mainframe, seen from the side, is a disaster area. Buildings are torn apart and burnt looking. Fires burn and columns of smoke rise. The surface of the border looks corroded.]
[AndrAIa draws in her breath, then leans her head on Matrix's shoulder. Matrix bows his head.]
But... but Dot...
Don't worry. She's a Matrix. You survived. I-I know she'll have found a way to do the same.
[Matrix nods, looking unconvinced. Then he looks at the city again. More wreckage is visible.]
Every sector has been destroyed.
Megabyte will pay for this.
If he's still here. It looks pretty quiet. Let's get a closer look.
I-I'm needed below decks. The Mare's nowhere near battle ready, and it looks like we may need her.
[Matrix nods to her, then turns back to Bob.]
Let's do it.
[A wood-surfaced, teardrop-shaped zip board spins open. Matrix's feet land on it. Matrix and Bob fly past AndrAIa over the side of the Saucy Mare. She turns to watch them go.]
Stay frosty, boys.

Disk Repair

[Matrix and Bob fly toward the Silicon Tor, which is also destroyed, the hook blown completely off. Both pieces look skeletal, the surfaces destroyed, leaving only the supporting materials. Tears glitter in the air around it. Bob mends a tear by shooting energy at it from his hands.]
I don't understand. We had the Viruses contained with the firewall!
[gesturing at the stem of the Tor] Looks like it was blown apart from the inside.
Hex musta gotten free. I'll bet she was pretty mad.
[The camera pans up to the dark sky. It changes to the red of the firewall. The camera pans down again to the Tor, which is whole again. Lightninglike explosions or energy discharges can be heard. The base, then the hook of the Tor explode with flame, blowing pieces away. A small burst of fire appears close to the base. Clutching Megabyte's collar, Hexadecimal flies away. She turns and wrenches the collar off. Her face is a red-eyed, fanged grin.] Bad Mood Rising
[furiously] Aah! No longer will I wear your shackles, brother! Now it is my turn to ravage your bones!
[She raises her hands, which glow with energy, and sends a burst at the Tor. Seen from six camera angles in succession, The hook blows off and crashes to the ground. She then throws a burst at the ceiling of the firewall, which flickers. The firewall flashes on and off several times. A sender sparks. When it goes off for the final time the sender falls to the ground. The colors darken back to the colors of present-day Megaframe. Matrix walks up to the sender.]
Hex took out the firewall, all right. [He kicks the sender.] Overloaded.
[thoughtfully] And it looks like Megabyte fought back. [gestures at the wrecked ABC behind himself] Viral scorch marks.
Hey, look at this. Hex brought reinforcements.
[A trail leading between two buildings looks like it was made with acid, burned right through the surface.]
Huh. Nulls. And lots of them.
[Something thumps, and Bob and Matrix startle. A null zips out from behind a barrel and down the path, leaving behind a trail of eaten-away surface. The camera follows it. When it turns a corner it joins a swarm of nulls which flow into a large, open area bordered by wreckage under a red sky. Hexadecimal flies overhead, giggling and singing madly to herself. She points. Hack and Slash, flying in front of an ABC, startle.]
Uh-oh! Hack! I think she seen us!
D'oh! She - This is bad! Very bad!
Oh, we're in trouble! Big trouble! WONK!
[Both scream as she draws her arms back. Her hands glow with energy. She throws the energy at them. The bots throw their arms in front of themselves. When the energy hits, it blows them into bits. Slash's arm, severed at the elbow joint crashes to the ground. it's fingers twitch spastically, then are still. ABCs shoot at Hexadecimal. Laughing insanely, she dodges their beams. A pseudopod of nulls rises up and bats one of the ABCs out of the air. The others turn and fly away. When the ABC hits the ground nulls swarm over it, covering it completely. The lump shrinks, until no sign of the ABC is left. The camera then pans to the sky, which returns to the present color and the null squeals fade away, then back to Matrix and Bob.]
But the question is...
Who won?
I think the answer might be over there.
[Bob points at the Principle Office, which is seen through wreckage and smoke columns.]


[Inside the Principle Office, the walls of the great hall are lines with deep red banners displaying Megabyte's frowny insignia. Two viral guards hold shock prods crossed like spears. A third viral wears a hat and trench coat and holds a set of binoculars.]
Viral Spy:
He looked a little different, sir, but I'm sure it was Bob.
[looking down from his throne] So the Guardian survived the Web. Heh. His return can mean only one thing. Megaframe is back on the net. [He turns and looks over the left arm of his throne.] Herr Doktor!
Herr Doktor:
[kneeling] Jawohl, lord Megabyte.
Herr Doktor, I have ruled over this dead city for too long. It is time to leave.


[Bob and Matrix fly slowly on their zip boards around the corner of a destroyed building, then stop.] Matrix School of Strategy: Point and shoot
[whispering] No.
[The Principle Office, looking much the worse for wear, is surrounded by a barbed wire fence. Searchlights shine about the place, and an ABC patrols overhead. In a searchlight tower, a viral looks over, then touches a joystick. A spotlight swivels over and illuminates Bob and Matrix. Matrix screams and flies forward.]
Matrix! No!
[Matrix, still screaming, shoots the spotlight's bulb out. Sirens sound, alerting a viral commander in another tower.]
Viral Commander:
Oh, we're under attack! [speaking into a walkie-talkie] Scramble the troops! Me! Portal!
[ABCs fly near the Principle Office. They shoot at Matrix. He shoots back, downing one, which crashlands on the bridge leading from the main system to the Principle Office. The ABC skids to a stop. Matrix hides behind it. A troop of virals march forward, shock prods at shoulder arms. One carries a flag with Megabyte's frowny logo instead. They bring the weapons forward and start shooting. Their shots hit the ABC. Matrix rises over it and takes aim, but his zip board is shot out from under him before he can fire. Gun falls out of his reach. Matrix shakes off the daze. Then he sees an ABC rise directly in front of himself. Its turret guns take aim at him. As a heartbeat sound effect is heard in the background, he leaps forward in slow motion, grabs Gun, and tumbles. The turret tracks him, then shoots. Just before the slo-mo beams hit Matrix is outlined in golden light. The beams burst against the glow, leaving Matrix unharmed. Matrix looks at his hands in shock, then up at the source of the beam: Bob on his zip board. The turret aims higher and shoots. While maintaining Matrix's shield with one hand Bob shoots a flame colored beam at the ABC with the other. The ABC is blown to shrapnel. Then, with his free hand, Bob directs a flow of energy at a nearby tear. It stabilizes into a portal. Bob floats Matrix, then sends him into the portal. Bob follows him in. The portal disappears just before it is hit by a beam.]
Viral Commander:
Those rebel scum. Will they never learn?

[A portal opens in the air, discharges Bob and Matrix, and then disappears. They fall to the ground and land on their bitmaps.]
Ah! Uh... Let's not try that again.
Ah... [catching sight of something] I can't believe it! Megabyte's in the Principle Office!
He would've needed a new place to set up shop.

[The dome of the Principle Office - now only scorched - is seen against a dark red sky. ABCs float in front of it. Megabyte's limousine "pulls up" behind them. A bullet-riddled side window opens. Megabyte looks out.]
Herr Doktor, I need a new place to set up... shop.
[Herr Doktor is on the limo seat next to Megabyte. He is pressing buttons on a remote and barely paying attention to Megabyte as he watches the television.]
Heh, yes, that will do nicely. [He points at the Principle Office. Then he sees that Herr Doktor is not listening.]
[Lieutenant Chauncy is in the turret of an ABC. He jumps, then hides when Megabyte's VidWindow appears in front of him.]
Fire when ready!
[The VidWindow closes. Chauncy goes down into the ABC and closes the hatch.]
[Megabyte leans back in his seat. He looks at Herr Doktor, then makes an annoyed gesture with his hands. Herr Doktor stares at him for several seconds.]
Herr Doktor:
[laughing a little to hard to sound believable] Oh, oh, oh, very good, ja, ja. Okay, mein Grossenbiter! [He cackles wildly as he looks out the window at the Principle Office.] Might makes right
[Two shots are fired past the triple row of ABCs. As one they fire at the dome, blowing chunks away. One large flat bit hits the ground. The colors change to the present day again. The camera pans up to Bob and Matrix, who are standing beside it.]
Can this get any worse?
[Bob and Matrix, surprised, look to the side when they hear Hack's voice. Hack and Slash are standing on a downed CPU vehicle.]
Reach for the sky!
Yeah! Nobody move!
They can't reach for the-
I mean, I mean, okay, okay,
-ya gotta reach for the sky they gotta-
[out of sync] -reach for the sky, and then don't move!

[Herr Doktor is working with a handheld drill and holding a sandwich. He uses the drill for a few nanos, then he puts it down and takes a bite of his sandwich. Megabyte comes up behind him.]
Herr Doktor!
[Herr Doktor startles, then looks at his sandwich.]
[continuing] What progress have you made on my travel arrangements? Cleanup on aisle eight
Herr Doktor:
[swallowing and holding the sandwich behind his back] Ah - mm - well - [on the first word he spits out some chewed up food, and looks down, embarrassed. He steps on the largest blob.] Ze principle office has all we need to create suitable tears, mein Grossenbiter, but zey are useless without ze codes which turn zem into portals. [looks at his sandwich] Mmm, very good.
Indeed. Then let us talk to the head.
[Megabyte leers. Herr Doktor stares, not getting it, for a second. Then he catches on.]
Herr Doktor:
Oh... Oh... [He begins laughing as he speaks, again too hard for it to seem sincere.] Ja, ja, ja, oh, you are such a - [pointing at his eye] I know! [He laughs some more, then looks up at Megabyte with an expression of dread.]


Reach for the sky!  Please?
[Fade in. Hack and Slash are still on top of a wrecked CPU car, each holding a hand out at Bob and Matrix. The bots exchange nervous glances. Matrix draws Gun. Hack and Slash draw their hands back fearfully.]
Easy, Matrix. They were never that bad.
Um, Slash, old buddy-
Yes, Hack?
Does that not look a little bit like... Bob?
Like Bob? [looks over] Why, yes, it does! Ha ha!
[They pause and look at each other.]
Hack and Slash:
[joyously, holding their arms out] Bob!
[The hop off the car and wheel up to Bob, who looks very startled. They step on each other's lines and shove in front of each other in their eagerness.]
Oh, Bob!
Oh, we have missed you so much, Bob!
You've no idea. The chrome look was so last cycle!
You have no idea! Oh! Oh! I like the new hair!
It is very exciting!
Oh, it's a great look for you.
[backing away] Whoa, whoa, whoa, easy, boys!
Bob, who is that big green fellow?
That's... Enzo.
Oh, Enzo! Heh. It is a good thing he's on our side.
You bet.
[They pause while it sinks in. Then both bots turn toward Matrix.]
Hack and Slash:
Oh my goodness!
Oh boy, wait till she sees you-
Oh yeah!
-she's gonna have a conniption!
Come on! Let's go see Dot!
Bob & Matrix:
[Bob and Matrix look at each other.]
Yes! We have been taking very good care of Dot!
Oh, yeah, very good!
Very good indeed!
She's like a baby in our arms.
Just like.
[The bots wheel off down a rubble-strewn alley.]
Goodness. I wonder what happened to his eye?
Gee, I dunno, but I wouldn't see the other guy.
Wouldn't wanna be seen?
[The camera pulls up, then fades in to a large, vaguely warehouse-like area dimly lit close to the ground by lanterns and other small light sources. Several binomes are working at the workstations and bits of equipment around the floor. Dot walks into the circle of light.]
[to Specks] I need those intelligence reports ASAP.
[saluting] Yes, sir! Uh, ma'am.
[Specks hope off his seat and walks cross stage. In the background a door, flanked by two armed binome guards, opens. Hack and Slash wheel through, with Bob and Matrix behind them. Larger, laser-targeted guns take aim on them as they enter.
Ooh! Ooh! Ooh! Dot! Look!
[Dot turns around. Hack and Slash block the view of the Sprites behind them.]
We have brought you a surprise!
Hack: He followed us home.  Can we keep him?
Yes! A very big surprise! Heh heh!
[They move aside with arms raised, revealing Matrix. Matrix walks forward and the bots fall back. Dot stares at him. Emotions flit across her face: surprise, disbelief, then recognition.]
[shyly] Uh, hi... sis.
[whispering in disbelief] Enzo? [tearfully] Enzo! Oh, Enzo! [She embraces him and sobs.] I thought you were nullified. [catches her breath] I thought I'd lost everything.
[softly] I had a promise to keep. I brought Bob home.
[wiping her eyes] Bob's here? I... Dipswitch
[Dot looks around. Matrix nods to her and steps back, just in time for a record scratch to stop the touching music as Mouse dips Bob and kisses him but good. Dot does not look pleased.]
[gasps] It's, uh, nice to see you too, Mouse.
[Mouse sets Bob back upright. Bob looks around as if he's lost his bearings, then turns to Dot.]
Dot! [sheepish laugh]
[awkwardly] Bob.. ah... good, good to have you home.
[She holds a hand out to him uncomfortably. He holds his arms out as if to embrace her, then draws back. Awkwardly they extend their hands as if unsure whether to shake hands. They fail even to do that. Bob looks disappointed. Dot looks saddened, then, tries to make herself smile. Then Dot changes the subject.]
AndrAIa, is she with you? What about Frisket? Is he okay?
They're both fine. They're on the Saucy Mare, helping the pirates.
The pirates? That's great! You've brought the cavalry, sugah! [to Dot] Now your plan can work!
Where's Phong?
[Dot and Mouse look at each other, then back at Bob.]

[An explosion shakes the Command Room in the Principle Office. A binome falls off a platform onto the map table. Dot and Phong, at a station, look around, then at each other. Dot reaches to touch a green icon logo on the station. Another explosion knocks her off balance before she does. Mouse, at another station, grabs a column for support.]
[tapping the control screen] This is not good!
Sir! The inner defenses are failing! We can't hold him off any longer!
We have to!
[Specks's station begins beeping and flashing.]
[nearly panicking] Ah! Viral troops have entered the Principle Office!
[softly, to Dot] We must evacuate. Now!
[firmly] We can't abandon the Principle Office!
Megabyte has won this battle, my child, but you must survive to ensure that he does not win the war!
[Dot stares at Phong for a long moment. Then she looks over at the rest of the command room. The binome on the map table is putting his helmet back on. Mouse looks despondent. Specks looks to Dot for guidance, glancing back once at his station. Dot lets out a breath.]
[firmly] Give the evacuation code signal, nine seven one three.
[Specks presses buttons at his station. A door appears in the wall of the command room and opens. Dot watches unhappily as binomes - below frame - rhubarb and crowd out of the room into the hidden passage. She turns back to look at Phong.]
Go, my child. I will buy you the time you need. [He turns around.] Hack! Slash!
[The two bots wheel up.]
Hack and Slash:
Yes, sir, your Phongship! Do we GOTTA babysit?
You will be looking after Dot from now on.
[Hack and Slash look at each other worriedly.]
But Phong-
No arguments now! I rebuilt you for a reason, and this is it. Run along.
[Phong sets his fingertips together and lowers his head meditatively. The two bots wheel slowly past him, looking back as they do. With a crashing sound, dents appear in the door beside Phong as something pounds on the other side. He looks at Dot and Mouse.]
You must leave!
But, Phong!
[Phong makes a little "shoo" gesture with one hand as pounding shakes the door right by him. Dot hesitates sadly. Mouse grabs her shoulder.] Ginsu manicure
Come on!
[After a final look at Phong, Dot runs down the corridor. Mouse follows her, then Hack and Slash. The door closes and disappears. Phong turns to face the now severely dented door. He sets his fingertips together, then rocks back as the door bursts open. Megabyte stands in the ripped-open doorway, backlit by white light. He looks around, sees Phong, grunts, and spreads his arms while extending his knuckle claws.]

[Back in Dot's current headquarters. Bob is sitting and looking very depressed by this turn of events. Matrix, Mouse, and Dot are behind him. As the conversation continues Dot reaches out to touch his shoulder, then hesitates and pulls her hand back. Mouse notices.]
And we don't know what happened to him.
I think I have a pretty good idea.

[In the Principle Office, Megabyte looks over at Herr Doktor, who is tapping buttons on a control panel. When Herr Doktor finishes he looks in Megabyte's direction. A bell jar containing Phong's head rises from the pillar in front of Megabyte.]
Ah, Phong. And how are we feeling today?
[Phong's head floats in the jar as if in liquid. Where his neck would be are only four wires - red, blue, green, and white - connected to nothing at the other end. His beard is bent and his glasses are missing.]
Spare me your platitudes, Virus!
Very well. You have some information I require.
I will tell you nothing, Megabyte!
Excellent. [to Herr Doktor] Prepare the extraction device.
[Three jointed arms around the bell jar rise and insert probes into the top of the glass.]
I thought I'd ask nicely, but my scientists do so enjoy their work.
[Megabyte nods at Herr Doktor.]
Herr Doktor:
Throw ze svitch! Quit while you're... oh, never mind.
[Phong cocks an eyebrow. Bunnyfoot shambles up to the pillar and lowers a switch in its base. Herr Doktor presses on his control panel, making a larger panel behind it light up with blinking, flashing squares of color. Electricity arcs from the probes to Phong's head. He screams. A line of ones and zeroes replaces the first column of flashing squares on Herr Doktor's station. The top number is 89. On the top row, a red square flashes green. Phong screams more, and closes his eyes as if trying to resist. Three digits are decoded on the second column, then they stop. Megabyte nods at Herr Doktor, then looks back at Phong. Herr Doktor presses a blue button. The electricity stops. Moaning, Phong's head sinks slightly in the jar.]
Come now, Phong. Spare yourself the pain.
[whispering weakly] I-I will fight you to the last, Virus.
Fight all you want, you old fool. [laughs softly] You're merely delaying the inevitable.
[Megabyte laughs nastily and nods at Herr Doktor again. Herr Doktor presses a red button. The electricity begins again. Phong screams louder this time.]

[Phong's screams fade into the buzzing electricity sound as the lights in Dot's present headquarters brown out briefly. She look up as the lights flicker and buzz. Then she sobs, and tears trickle down her face. The door beeps and Mouse walks in. As Mouse speaks Dot wipes the tears from her face.]
Okay, sugar, whaddaya think you're doin'?
[The doors close.]
[recovering] Oh, Mouse. I was just, uh-
[interrupting] Can the Fearless Leader routine. I wanna know what's goin' on between you and Bob! If you're still mad about that little kiss I gave him...
[Dot hesitates and looks at Mouse through narrowed eyes, then speaks.]
No, ah... No, it's, it's not that.
Then what in the net is it?
[Dot speaks tearfully as Mouse walks around her desk.]
I can't face him! Not after what I did. I gave up hope. I didn't think he'd ever come back! I - I stopped believing in him. To the moon, Mouse!
[Mouse kneels by Dot and puts a hand on her shoulder as Dot begins crying again.]
Dot, we've all lost hope and we've all changed, except for one thing - your love for that Sprite out there and his love for you. Go to him.
[Dot sniffles and wipes at her tears.]
You're right, Mouse. Thank you.

[Electricity is still crackling from the probes to Phong's head. His cries are weakening. The first eight columns are now filled with numbers. The top numbers read 85 65 68 68 65 89 65 68. Seen from outside, the Pinnacle - the sphere above the Principle Office's dome - explodes, forming a giant tear.]
Herr Doktor:
Phase one is complete, Lord Megabyte! [laughs] Ve have a tear that vill serve our purpose! [laughs triumphantly]
[Megabyte turns to Phong's bell jar and sneers.]

[The tear is visible above the Principle Office from the ruined city. The Saucy Mare flies nearby. Capacitor, AndrAIa, and Frisket are on the deck.]
Gavin, I've got a bad feeling about this.
[Two armed binomes, Hack, Slash, Bob, Mouse, Dot, and Matrix are looking up at the tear.]
We're back on the net. He's making a bid for freedom.
Phong's alive. That's the only way Megabyte could access the codes. Okay, we don't have much time-
[Bob looks down, surprised, at himself as he begins glowing. He vanishes into the air suddenly.]
Bob? Not in Mainframe any more
[Bob is standing in Hexadecimal's Lair. The camera orbits him, starting close and pulling further away.]
[voiceover] Bob...
[Bob turns and looks behind himself.]
[Bob turns and looks in another direction. Hexadecimal flies out of the darkness and briefly through a shaft of light. As Bob looks around, the camera spirals out from him.]
I've been so bored. But it will be so much more interesting now that you're here! [She laughs wildly.] Mmm!

Directed by Stephen Cooper
Starring the Voices of Sharon Alexander
Kathleen Barr
Long John Baldry
Gary Chalk
Ian James Corlett
Louise Vallance
Paul Dobson
Michael Donovan
Tony Jay
Scott McNeil
Shirley Millner
Casting by BLT Productions Ltd.
Voice Director Michael Donovan
Story Editor Dan DiDio
Executive Production Design Consultant Brendan McCarthy
Production Design Brian Eun
Anthony Guad
Production Design Consultant Ian Gibson
Design Supervisor Gavin Blair
Associate Producer Judy Slattery
Production Manager B. F. Painter
YTV Executive Laurinda Shaver
Animation Coordinator Deanna Booth
Production Secretary Stephanie Seifert
Supervising Animator Eric Reynolds
Senior Animators Morgan Ratsoy
Ken Steel
Computer Animators Tyson Araszewski
Vincent Chi
Daniel Ife
Brett Ineson
Barry McDougall
Roben Shea
Earl Fast
Shona Galbraith
Henn Lizra
Jim Perkins
Zeke Norton
Modeling Director Frank Belina
Modellers Jaroslav Chorny
Michael Faulkner
Alberto C. Garcia
Gideon Hay
Marco Tremblay
Murray McCarron
Doug McCay
Jeremy Miller
James Stewart
Modeling Tracker Donna Maxwell
On-Line Editors Dermot Shane
Anne Hoerber
Off-Line Editors Greg Donis
Lori Hutton
Vice-President Technical Operations Kelly Daniels
Chief Engineer Greg Story
Systems Engineers

Terry Bates
Larry Bodnar
Russ Ptolomey
Vice-President Software Development Chris Welman
Software Development Tim Belsher
Troy Brooks
Michael Dyck
David Fracchia
Rick Glumac
Albert Ho
Tony Pelle
Phil Peterson
David Wong
Adam Wood-Gaines
Software Technical Support Denise Pierre
Eric Torin
Video Production Supervisor Jim Corbett
Video Production Technicians Andre Guilbeault
Jean Ireland
Video Disk Operators Sylvain Blais
Amy Wilding
Corporate Controller Giuilana Bertuzzi, CMA
Production Accountant Jim Pratt
Director of Communications Mairi Welman
Executive Assistants Adria Budd
Colleen Heenan
Alliance Executive Beth Stevenson
Production Assistants William Lee
Bracken New
Jim Verbicky
Jacquie McCarnan
Christian Varin
Music composed by Robert Buckley
Sound Effects Supervisor Marcel Duperreault
Sound Effects Editor Jason Fredrickson
Dialogue Editor Kirk Furniss
Dialogue recorded at Pinewood Sound
Waves Sound Recorders, Inc.
Foley, Re-recording & Final Mix at Post Modern Sound
Video Post Production Mainframe Entertainment Inc.
Vice President of Production Glenn Griffiths
Vice President of Operations Phil Mitchell
Director of Operations Gavin Blair

Produced in association with
YTV Canada Inc.

Recorded in Dolby Surround

© 1997 Reboot III Productions Ltd.
All rights Reserved

A Mainframe/Alliance Production


  The ReBoot episode "Megaframe" and all associated images and sounds is copyright © Mainframe Entertainment, Inc. Screen grabs snapped by Kim McFarland. This transcript document is copyright © Kim McFarland. Please do not re-archive without permission.


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