Alex saves a woman's life but can't tell the authorities that she double-morphed the woman to the hospital. The mystery heightens Danielle Atron's suspicions. As Annie prepares for college, a bittersweet realization comes over the sisters who share so much.

Alex and George discover that gifts and decorations aren't as important as the Christmas spirit, while Dave's gift to Vince is a chimp that runs amok in the plant.

Nicole tries in vain to petition against the plant for environmental violations. Alex is more concerned about her mysterious next-door neighbor who she sees having suspicious contact with the plant.

There is only one problem with Alex's new boyfriend: he's also dating Annie. In what turns out to be an innocent set of circumstances, Alex must walk away from a guy with real potential. Annie's broken heart is made worse by the fact that Barbara is following her around for a science experiment.

Alex and Robyn get jobs at the new video store in Paradise Valley, where Vince and Dave have installed the plant's latest GC-161 detector.

The big dance is just around the corner and Alex still hasn't been asked by the only person she cares to go with. Everybody knows she dreams of going with Scott, but he's not the one hounding her for a date. Jerry, an obnoxious, insensitive and persistent ninth-grader is relentless in his pursuit of her. He won't take no for an answer, but Alex continues to put him off.

Alex and Raymond are continually harassed by upperclassmen Jessica and Ellen. One afternoon Jessica trips Alex in the school cafeteria as Alex carries a tray full of food. A food fight ensues and Vice Principal Heller assigns Alex, Raymond, Jessica and Ellen to clean up the cafeteria every afternoon. Both sets of friends blame each other for the trouble, and they agree to take up Raymond's challenge of two-on-two on the basketball court. The stakes: the losers have to admit responsibility to Heller and clean up the cafeteria by themselves.

In a surprising move, Alex tries out for cheerleading...and makes the team! But while she enjoys her new popularity, she misses her carefree life. Louis accidentally switches diskettes with Annie so that she narrowly escapes getting in trouble with the evil Danielle Atron.

Just when Alex is feeling ordinary, she befriends Paradise Valley's new wild child who favors blue hair, tattoos and nose rings. Alex goes wild herself until she realizes the value of her true identity. Vince, fired from the plant, looks for the GC-161 kid himself.

While out racing bikes in the woods, Ray and Alex find a recluse who lives in a treehouse. He turns out to be one of the original GC-161 scientists. Vince and Lars learn of the existence of the scientist and Alex, Annie and Ray rescue him from the plant's goons.

Alex makes the track team, but will she compete in the big meet once she realizes the plant is spying on her?

Alex, Raymond, and Nicole are facing their first junior high school midterm in history class. Libby, the most popular girl in school, has her own ideas about surviving the midterm and studying isn't one of them. Libby decides to pull the fire alarm right before the exam.

A morphing accident causes Alex to switch bodies with Barbara. Alex realizes that she's not ready for adulthood. Annie loses confidence about leaving home and talks to George about it.

Alex has to decide how to handle the attention of a seventh-grade admirer. Vince sneaks into the Macks' house to spy on George's research and gets stuck in the basement.

Paradise Valley's radio station has a popular personality, but no one knows his true identity. Alex and Ray get bold and sneak into the station, only to discover how hard it is to live with a secret.

Ray, Louis and Alex form a band and have to deal with issues of leadership, fame and competition. Robyn learns the ""rules"" of dating from Kelly.

Inspired by "Cyrano," the school play, Louis helps Ray court the girl of his dreams. When she falls for it, Ray has to face two mistakes: his girlfriend is superficial and his superficial charms are about to run out. Alex's attempted rescue makes things worse. Meanwhile, Annie gets an internship at the plant and gets some romantic ideas of her own.

Alex plays matchmaker and sets Louis up with Hannah Mercury. Meanwhile, Ray gets a fancy new job and Alex falls in love with Hunter!

Alex tries to rescue a chimp named Oscar from Vince by secretly keeping him as a pet. Annie is forced to tell George the truth about GC-161.

Alex is upset when Annie agrees to go to the plant carnival with Bryce instead of her. Meanwhile, Danielle must contend with a former employee who has returned to the plant--as a government inspector.

Annie aces her English Advanced Placement exam, allowing her to attend a writing class taught by a renowned author. Inspired by her sister's achievement, Alex sets her mind to engage in extracurricular activities in the hope that one will bring her some recognition. She discovers an unusual talent for cow milking and wins the Dairy Decathlon. Meanwhile, Annie experiences her first academic failure.

Annie becomes obsessed by her work at the plant. An experiment she is conducting with her good-looking lab partner drives Alex out of their room and into the wood shed. Annie's partner betrays her, and she realizes that she's been a selfish sister to Alex.

Alex becomes a photographer on the yearbook staff to earn extra credit. Louis develops a crush on Annie when she tutors him. Alex uses her powers to get herself paired with Scott on a photo assignment.

After coming to school like every day in her life, Alex notices that her parents, friends and teachers have started to act strangely. First she gets into detention with no reason and after escaping, everybody starts haunting her. But, what is really going on?

When Robyn joins an environmental group the donut shop is threatened and Alex's friendship with Gloria is tested.

In response to Alex's wish to jazz up the school paper, Louis becomes a kamikaze reporter who will stop at nothing to get a good story. This includes selling Ray out. Barbara is a student again and finds her new professor strangely familiar.

Ray captures Alex's powers on video and wants to enter the tape in the Atron JH Video Award contest--but Danielle and Vince are the judges!

After a collision with a pole during a baseball game, Ray gets superpowers and goes public. He even negotiates an endorsement deal with the plant. When Ray finds himself trapped and submitted to test after test, he uses his powers to escape from the plant.

Alex and Ray's friendship is in trouble when he gets caught up with his basketball crowd. Meanwhile, the plant plots to get rid of George.

Alex and Dad have trouble connecting. They go on a day trip together and chaos ensues.

Alex experiences a chemical reaction to GC-161--uncontrollable bubbles. This unusual development coincides with the demise of Annie's relationship with Bryce.

Alex is split into two manifestations of herself when George discovers a chemical that divides GC-161 into its individual elements.

Alex discovers that corruption is rampant in the town's "Woman of the Year" contest. When she tries an experiment on Louis, Alex gets yet another dose of havoc-inducing chemicals.

A school bully picks on Alex and she must summon all her powers to resolve the ensuing conflicts. Meanwhile, at the plant, George is suspected of espionage when Annie accidentally leaks GC-161 information to Lars.

Alex carelessly uses her powers and ruins Annie's interview with MIT. She runs away, thinking everyone would be better off without her.

Junior camp counselor is a new role for Alex, and one for which she's not well-suited. She and Kelly get lost in the woods, are chased by a bear and learn the importance of two words: friendship and rescue. George remembers his own camp experiences with mixed emotions.

Grounded, Alex sneaks out for a game of roller hockey and a night of trouble.

Alex has to use her powers to escape from a trap set by the plant after Vince spreads the rumor that they have the GC-161 kid in custody.

When Alex and Annie are stuck at home during a rainstorm, they reminisce about the value of superpowers and sisterhood.

Alex has a doctor's appointment and fears her altered body chemistry will be discovered. Robyn grieves over the loss of her hamster.

Alex, Ray and Louis rescue a kid trapped under a cement pipe in the park. When Louis accepts all the credit and becomes the town's local hero, he falls under the plant's suspicion of having the special powers.

Ray is purposely mysterious about his new girlfriend, Rachel, so that Alex won't get jealous. Alex becomes jealous anyway and struggles with accepting a new friend.

Alex's powers are out of control again and she finds that she has super strength. When Ray takes her for some serious heavy lifting at the construction site, they encounter two unwanted visitors: a suspicious Kelly and a news crew she has summoned to document Alex's mysterious abilities.

Alex struggles in Spanish class with a tough teacher, then struggles with the possibility that she got the teacher fired. Lars sets Dave up to be the first human research specimen for dangerous GC-161.

Alex gets a job with Louis at his dad's distributing company so she can buy her own car.

The final episode. Ray, Louis, and Hunter try to free Alex and her parents from the Plant which is lined with bombs thanks to Danielle Atron. Meanwhile Dave works with Gino and the FDA to stop the chemical plant from releasing GC-161.