Phoebe and Cherry's friendship is tested when the Thunderman family gets some unexpected news. Barb becomes pregnant and has a baby girl named Chloe Thunderman. Nora becomes upset when she finds out that she will no longer be the cutest family member anymore. Max turns Dr. Colosso back into human to receive a villain award, but Max and Dr. Colosso get trapped by a super villain, so Phoebe must save them while Cherry watches over the new baby.
Dr. Colosso narrates the events of the day and how he almost died.
Earlier this morning at the Thunderman's house. Cherry knocks on the Thundermans door to tell Phoebe that Joey finally asked her out. She asks Phoebe to accompany her for the date because she gets too nervous around Joey and starts talking out way too loud. Phoebe agrees to help her best friend. Cherry leaves. They plan to meet at 2pm at Wong's Pizza Palace.
During breakfast Nora uses her little-baby girl charm to manipulate Hank into putting together her dollhouse for her. Billy asks Nora how she did it and Nora admits that "cuteness" is her second superpower because she is the baby in the family. Barb comes in talking about how this is such a beautiful morning but then she accidentally fries the coffee maker with her Electress power surge. Max and Phoebe start making fun of her for destroying the kitchen.
Hank asks the Thunder Monitor to analyze what's going on with Barb. The Thunder Monitor scans her and reveals that Barb Thunderman is pregnant. Everyone is shocked and surprised at the same time. Hank faints. Phoebe gets super excited about her mom having a baby. Hank wakes up and still doesn't believe it. He gets the Thunder Monitor to do a rescan. It confirms that she is still pregnant. He then says they need to get ready with baby stuff like diapers and start coming up with cute baby names.
Nora wonders what's the rush about but Phoebe and Max explain to her that superhero babies come out very soon. How soon? In a few minutes. Barb gets back into the room already looking several months pregnant. Hank starts getting things ready to take Barb to Metroburg hospital for delivery. Nora asks Hank about her dollhouse but Hank tells her that it will have to wait because he will be so busy with the new baby. Billy and Max scare Nora that once the new baby comes out, she will no longer be the adorable cute little baby in the family. Nora vows to prove that she will always be the adorable one.
Max and Phoebe have a hot debate about whether the new baby will be a boy or a girl. Phoebe wants a girl while Max wants a boy. Phoebe leaves to meet Cherry at Wong's, hoping to come back before the parents return. Down in Max's Lair, Max shares with Dr. Colosso about his plans to turn his new baby brother evil. He then discovers that Dr. Colosso has got the Animalizer in the lair, planning to turn himself human. Dr. Colosso reveals that he knew where to find it because Max talks in his sleep, revealing that they needed to pull the can of Brussels sprouts as seen in The Amazing Rat Race. Colosso tells Max that he only wanted to turn himself human for a few hours to go for an evil ceremony where he has been awarded, "Villain of the Decade." Max refuses to let him go.
At Wongs, Phoebe finds Cherry waiting for her. Cherry asks why Phoebe is late but Phoebe doesn't want to tell Cherry that her mom is having a baby, so she lies that her mom is having a ba-ke sale. Phoebe agrees to double-date with Cherry with Joey's friend, Neil. She helps Cherry calm down and hold a conversation with Joey without loud-talking. Cherry thanks Phoebe for being there for her and asks her to not leave her.
Barb's power surge increases so much that she zaps the Thunder Van. The Thunder Van says that it will take at least 2 hours to repair. This means there won't be enough time before Barb gives birth. Hank offers to fly her to Metroburg but Barb reminds him of what happened the other time when she had the baby mid-air. They point at Billy. Barb results to giving birth in the house. She goes to the bedroom where Hank tries to tend to her. However, her electric power surges are so strong they keep zapping Hank all the way down the stairs and electrocuting the entire house. Hank sends Billy and Nora to the baby store to get diapers and asks Max to call Phoebe back to help.
Phoebe and Cherry's double-date is going well until Mrs. Wong brings pizza and Phoebe says that she's starving. Cherry asks her about why she didn't eat at the bake sale but Phoebe starts suspiciously babbling about it, claiming that it was a brake sale. Then she gets a lucky break when Max calls asking her to come home immediately. Cherry begs her not to leave but she leaves anyway. Cherry goes back to the table and starts loud-talking again.
At the baby store, Nora opens up to Billy that she is worried about not being the cute baby in the family anymore. Billy tells her that she's still cute but not cute as that baby will be. How can you compete with a baby? Then a guy comes over announcing a baby crawling competition. Nora vows to compete and win cutest baby. She forces Billy to be the "dad" of the baby.
Phoebe arrives home and finds Max being entertained by Hank being thrown by Barb's electric bolts over and over. Phoebe feels bad for Hank. Max decides to ask a doctor to help deliver the baby. There's only one doctor they know: Dr. Colosso. Dr. Colosso complains about Max not letting him go to receive the award but the Thunder Twins convince him to help their mom. Dr. Colosso goes into Barb's bedroom. There's a huge electric shock on the whole house.
Then a baby cries. Phoebe, Max and Hank go into the room and find their new cute baby sister: Chloe Thunderman. Barb goes into a deep sleep.
Max thanks Dr. Colosso for coming through for him and offers to help him get to that Villain of the Decade award. But he can't go looking like this. So, Max uses the Animalizer to turn him human on one condition: that Colosso would let Max go with him for that award. Max uses the animalizer on Colosso. He turns into an actual human. He thanks Max as they take a selfie together.
At the mall, Nora forces Billy dressed as an old man to introduce her as a baby for the cutest crawler contest. The judge refuses to let Nora participate because she's not a baby but Nora claims that the sign said ages 0 - 9. It was supposed to be months but they should have put the "months" in the sign. Nora's argument wins and she's allowed to participate.
Human Colosso and Max arrive at the Villain League Headquarters in Metroburg. They're asked to state the password, which happens to be "password." They enter inside and Max fan-boys over all the posts of the greatest villains of all time. King Crab and other villains like Scalestro and Lady Web arrive to meet Dr. Colosso. One of King Crab's hands is a huge crab claw with super-strength that he fights with. Dr. Colosso asks Max to be cool and lie that he is Norman. They all do their "Viva la evil!" cheer together.
Events take an unexpected turn when King Crab reveals to Dr. Colosso that they lied to him about the award to lure him over there so that they can kick him out of the Villain League. They claim that Dr. Colosso hasn't done anything evil in years. He's gone soft. Max tries to defend Dr. Colosso. King Crab orders Scalestro and Lady Web to take away Colosso's cape. Dr. Colosso starts to defend himself. There's a simple explanation. He has been busy capturing the son of Thunderman! Max can't believe that Colosso just betrayed him. Lady Web performs a DNA test to confirm that Max is indeed a superhero. King Crab thanks Dr. Colosso for bringing Max to him. Max tries to use his heat breath on them but unfortunately, they have put a clamp on his ankle which disables superpowers from working.
King Crab then hangs Max above a vat filled with hungry hermit crabs. Max tries to convince them that he is evil like them. Dr. Colosso makes it worse by saying a son of Thunderman would never be a villain. King Crab and the other villains laugh at Max claiming that it's just a phase. Max reminds everyone again that it's not a phase! King Crab invites Colosso to party as they wait for Max to eventually fall into the scary hermit crabs. Max tries asks Colosso if he's just going to let them feed him to the hungry crabs and Dr. Colosso agrees. Max is left hanging.
At the Thundermans house, Phoebe is bottle-feeding baby Chloe as their dad wonders why Billy and Nora are taking so long. Hank tries to fly through the ceiling but Phoebe tells him that he can't do it with the baby in the room. Now he has to go through the back. Phoebe starts tickling Chloe. Chloe starts producing cute bubbles as her baby power. Then the Thunder Monitor announces that angry Cherry is approach. Phoebe takes a deep breath and tells Chloe to watch the worst part of being a superhero: lying to her best friend.
Angry Cherry gets in the house and is furious at Phoebe for abandoning her at the date, leaving her to make a fool of herself. Phoebe tries to explain herself but then Baby Chloe starts crying. Cherry asks where the baby came from and Phoebe tries to go around it. When she realizes that Cherry is getting angry, she introduces Cherry to her new baby sister, Chloe. Cherry confronts Phoebe for keeping the secret from her best friend. Phoebe admits that she has a lot of secrets but she just can't tell her even though they are best friends. Cherry wonders what kind of best friends don't tell each other everything. She then storms out of the Thundermans house.
Back at the League of Villains base, Max struggles to untangle the hand with his high-tech watch he had made to feed the baby evil thoughts through the baby monitor. He activates the watch to ask for help - hoping that his dad would be listening to the baby monitor on the other side. In the Thundermans monitor, Phoebe hears Max through the baby monitor and at first assumes it was Chloe. But when Chloe's first words turn out to be "Help, Villains are lowering me into vat of hermit crabs," Phoebe figures out that something is up. Max then asks if anyone is listening to tell dad to go save him at the old broccoli factory in Metroburg. Phoebe tries calling Hank but unfortunately Hank left his phone behind. She tries waking up Barb but Barb is dead asleep. Now how is she going to do it when she has to babysit baby Chloe?
Luckily, Cherry is still sulking outside on the porch, according to the Thunder Monitor. Cherry tells Phoebe that her mom told her not to ride her bicycle angry. Phoebe begs Cherry to babysit Chloe while she goes to "run an urgent errand" somewhere. Where? To the secret store to buy more secrets? Phoebe gives Cherry the baby regardless and runs into the Thunder Van. She asks the Thunder Van to take her to Metroburg. It starts driving itself.
As the Thunder Van drives past Cherry, Phoebe watches Cherry holding baby Chloe from a distance. She feel bad for her and asks the Thunder Van to stop. Phoebe then opens the door and asks Cherry to get in. It's time she told her everything. On their ride to Metroburg, Phoebe explains to Cherry everything about the Thundermans' superhero family secret.
Meanwhile, in the baby store, Nora loses the cute baby competition and is kicked out and banned from their forever.
Back in the Villain League headquarters, King Crab and Colosso are happily chatting about Dr. Colosso being back in the fold. Oh, Viva la evil! To celebrate their evilness, King Crab orders bubbles to start popping with his claw. Colosso asks him if he is still obsessed with popping bubbles and he says he can't help it. King Crab asks Colosso to come take a selfie with him. Colosso takes out Max's phone for the selfie but then he sees his selfie with Max. He thinks of the hanging Max and gets all emotional. King Crab asks what's the holdup and Dr. Colosso replies that he just realized he's double parked - on top of another car!
Dr. Colosso runs to back to the room where Max is hanging. He apologizes to Max and tells him that he would never betray his pal. What about King Crab? King Crab doesn't scare him. But then King Crab comes in after figuring that Colosso is planning on helping Max. He hangs Colosso next to Max. Colosso says that he feels that part of it is his fault but Max is disgusted at him. King Crab leaves Max and Colosso hanging, ready for the crabs to eat.
Phoebe and Cherry arrive at the Villain League headquarters just as Phoebe finishes explaining to Cherry about how they're superheroes and how Max is held captive by villains and how Thunderman is the "Thunder Man" Thunderman. She calls it nonsense and believes that Phoebe is lying to her. Phoebe asks Cherry to stay in the van with Chloe. Phoebe then takes her superhero suit and leaves the van.
After shopping for baby stuff, Billy finds Nora outside, reluctant to go home. Nora says that she isn't just worried about not being the cutest baby in the family anymore. She is also worried about not being special anymore. Then Billy gives her a very emotional talk about how he used to be special. And then Nora was born and he wasn't special anymore. And one time he put stamps all over baby Nora to mail her away but then she smiled at him. And now his baby sister is his best friend. Nora thanks Billy and the two hug each other. Hank arrives and tells them that the new baby is a girl. Nora gets super-excited because she will get to teach her all about bows. She runs off. Hank tells Billy that Nora is taking it better than he did when she was born. He reveals that Billy actually did mail Nora to Abu Dhabi. They agree to keep it a secret from Nora.
Now back at the Villain League Headquarters. Max and Colosso are getting closer and closer to being eaten by the crabs. They're both scared. But then Phoebe makes an epic entrance, dressed up in her Thundermans Superhero costume. She is a little disappointed that the bad guys weren't there to see all the backflips she did. She confronts Max about turning Colosso human. But before she can save her brother, King Crab arrives. Dr. Colosso asks King Crab to take Phoebe instead and let them go. King Crab wants them all.
Phoebe and King Crab engage in an epic super-powered battle. King Crab is impressed by Phoebe's powers. Phoebe runs to figure out a way to release Max and Colosso. Phoebe jumps to the fan and uses a hook to knock King Crab off. She then uses her telekinesis and freeze breath to blow, freeze and break the chain holding Max and Colosso.
Meanwhile in the Thunder Van, Cherry feeds Chloe while complaining to her about how Chloe's sister is such a big liar. Chloe then gets a growth spurt, shocking Cherry. Cherry carries the now bigger baby Chloe into the Villains building. In fact, Chloe can walk already! Cherry finds Phoebe fighting King Crab. She apologizes for not believing Phoebe was really telling the truth. Phoebe asks Cherry to take Chloe back.
Max and Colosso fall down and get out of the chains. They're ready to help Phoebe fight King Crab. But then Colosso automatically turns back into a bunny. Max explains that he had set a timer on the Animalizer for Colosso to automatically turn back into human. Max stops King Crab from hitting Phoebe with a laser but then Crab gets a hold of Max. Max asks Phoebe to fry King Crab but Phoebe refuses because she might hurt him. Phoebe asks Colosso for King Crab's weaknesses. Dr. Colosso reveals that King Crab loves popping bubbles. How is that going to help? Wait, a minute. Chloe's bubble-power.
Phoebe asks Cherry to tickle Chloe. Chloe fills the room with bubbles, distracting King Crab. This gives Phoebe an opportunity to remove the clamp from Max's ankle so that they can both use their powers. Max blows King Crab away with telekinesis causing his claw to be stuck in a wall. As he struggles to get out, the Thunder Twins, Cherry and Chloe prepare to run. King Crab makes an emergency call for all the supervillains from the Hall of Villains to come as a back up to stop Max and Phoebe. The twins manage to run out of the door just before the exit is sealed. One problem: Dr. Colosso is still stuck outside.
Outside the Villain League, Max is worried about leaving Colosso in trouble. Thunder Man makes an epic entrance outside the Villain League. He wonders why they're in Metroburg in the first place or why they told Cherry their family secret. Max begs him to save Dr. Colosso but he offers to give Max a hamster instead. After persuasion, Hank knocks down the "password" door and rescues Dr. Colosso from King Crab. Hank tips the Hero League about the villains.
Finally, back at home, the Thundermans are taking a family picture with baby Chloe. They're all dressed in their superhero costumes. Barb tries to process the events of the day. Max turned Colosso into a human. Phoebe told Cherry their family secret. And Nora has been banned from the baby store.
Barb tickles Chloe to smile for the camera but that activates her baby powers. Except this time, the bubbles merge together and explode.
Narrator Colosso says that it looks like things are about to get more interesting in the Thundermans house. He plans to stick around.
- Kira Kosarin as Phoebe Thunderman
- Jack Griffo as Max Thunderman
- Addison Riecke as Nora Thunderman
- Diego Velazquez as Billy Thunderman
- Chris Tallman as Hank Thunderman
- Rosa Blasi as Barb Thunderman
- Dana Snyder as Dr. Colosso (voice)
- Maya Le Clark as Chloe Thunderman
- Paul F. Tompkins as King Crab
- Scott Vance as Scalestro
- Skyler Seymour as Joey
- Aaron Sanders as Neil
- Alex Mapa as Cutest Baby Judge
- In He Got Game Night, Dr. Colosso sees the selfie that he took with Max in this episode.
- After the Villain League headquarters is exposed in this episode, the villains start hiding in a fake fast food restaurant called "Happy Fun Burger" as seen in Thundermans: Secret Revealed.
- The is the second episode that Cherry discover that the Thundermans have superpowers. The first was Adventures in Supersitting but the Thundermans tricked her.
- The Animalizer used to turn Dr. Colosso human was first seen in The Amazing Rat Race.
- Dr. Colosso is turned human again in He Got Game Night.
- Anti-superpower bracelets were first seen in Nothing to Lose Sleepover.
- Lady Web is stopped again by Phoebe in Thundermans: Secret Revealed.
- Chloe is born in this episode and grows to become a main character of the show.
- Chloe's bubble power ends in Phoebe vs. Max: The Sequel.
- This makes Cherry the fourth person to know about the Thunderman family having superpowers. The first being the Hathaways from Haunted Thundermans.
- In Phoebe vs. Max: The Sequel, Phoebe teases Max about saving him in this episode.
- Cherrys mention of "her second time through the fourth grade" suggests that she is significantly older than Phoebe
- This episode aired right before the 2015 Kids Choice Awards and garnered 2.18 million viewers.
- This episode aired at 7:00 pm.
- Pheobe rescues Max from the other super villains in Metroburg.
- Max has the animaliser and changes Dr. Colosso back to a human.
- In this episode we finally see what Dr. Colosso looks like as a human.
- Dana Snyder plays Colosso as human as well as his bunny voice.
- This episode classify as the the Season 2 finale.
- This is an one hour long episode which will aired before the 2015 Kids Choice Awards.
- Second time Max calls Cherry a different fruit.
- This is the debut episode of Chloe Thunderman, the newest member of the Thundermans family.
- Phoebe confesses tells everything to Cherry in the Thunder Van.
- Nora is banned from the baby store.
- Max and Dr. Colosso get trapped by villains.
- It is revealed in this episode that Billy was born midair.
- This is the second one hour episode after The Haunted Thundermans.
- This is the 2nd time the Thunder van appears,the first was The Thunder Van.
- The word jerk face is censored/muted in Nickelodeon Philippines.
- When Hank told Billy that he tried to mail Nora to Abu Dhabi is a reference to the Garfield show where Garfield always tries to mail Nermal to Abu Dhabi.
- Joey is also the name of Audrey Whitby's real-life boyfriend, Joey Bragg.