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We'd be bad siblings if we didn't turn our brother into a rat.


The Amazing Rat Race is the seventeenth episode in Season 2 of The Thundermans.


Max and Phoebe turn Billy into the fastest rat in the world to help Max win his band's rat race so that Max's Band can perform at the school dance that Phoebe is organizing. Unfortunately, Billy doesn't want to turn back into human. Meanwhile, Barb and Hank try to get Nora over her fear of rats (murophobia).


Outside the Thunderman's garage, Max's Band members (Max, Oyster, Gideon, and Angus) are racing rats so that the owner of the winning rat gets to decide what uniforms to wear. Phoebe comes over and asks them why can't they just talk it out and then starts teasing them. Gideon's rat wins, meaning that they have to wear robot costumes. Max's rat gets stuck in his costume.

Phoebe and Cherry are selling tickets to the school dance but the artist they had booked "DJ Astronaut" cancels. Phoebe worries that the dance is ruined because this was supposed to be the best dance of the year. But then she comes up with an idea to ask Max's Band to play at the party. Max and Oyster quickly agree to play at the party. However, Gideon wants them to play at his mom's gas station. Angus agrees with Gideon meaning that the vote is a split. Only one way to settle this: Rat Race!

At the Thunderman's living room Phoebe asks Max if he is ready to win the rat race but Max reveals to her that his rat always loses. He agreed to the rat race because he doesn't have a choice. The rule 77 of their band states that in case of a disagreement, they will hold a rat race. Nora and Hank enter the room after gardening but Nora did everything at the garden while Hank was only "supervising". Nora then asks to see Max's rat, but when she does, she freaks out and runs away screaming. Billy and Barb arrive. Barb explains she bought ice cream for Billy so maybe he could lose his interest in racing. Billy is complaining about how much he wants to race but he can't because of his super-speed superpower. He's the fastest kid on Earth and nobody gets to see him race.

This gives Max an idea. Billy is obsessed with racing and they need to win a race. He tells Phoebe that they could turn Billy into a rat using the Animalizer that Hank used to turn Dr. Colosso into a bunny. If only he knew where the Animalizer was. Phoebe accidentally reveals that she knows where it is. She tells Max that the Animalizer is usually kept under the kitchen counter. The door can be opened by pushing the can of Brussels sprouts in the top cabinet.

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The Thunder Twins grab the Animalizer and head to Max's Lair ready to turn their little brother into a rat. Billy takes it surprisingly well. Dr. Colosso tries to trick them to turn him back into a human as a demonstration that they can safely turn Billy back into a human. But of course, Max and Phoebe don't fall for the trick. Max zaps Billy with the Animalizer, turning him into a rat.

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Outside, Barb and Hank try to help Nora get past her fear of rats. They ask Max to let her hold the rat he's carrying but she freaks out and runs away. Oyster, Gideon and Angus come over for the rat race. Billy the rat super-speeds and wins the race. So, they agree to perform at Phoebe's school dance. They all cheer Billy on, making Billy proud of his speed. Back in the house, Billy tells Phoebe and Max that he wants to be a rat forever. He refuses to be turned back into a human. So he super speeds around the house, making it impossible for Phoebe and Max to catch him.

Barb makes a puppet rat in an attempt to convince Nora that rats are her friends. Nora doesn't buy it. Not even a little. After Nora leaves them, Hank and Barb notice Billy the Rat running around. They conclude that Max's rat racing is attracting rats into the house. They call the exterminator, Darryl the Rat Man to help catch the wild rat. Phoebe and Max find Darryl in the living room setting traps for the rats. They get worried that the traps might capture Billy.

Max pulls Phoebe away into his lair to plan on how to save Billy. After searching for a while they find him hiding behind Max's computer. The twins warn Billy about the exterminator but that doesn't convince Billy. After all, he is the fastest rat on Earth. Let the Rat Man try catching him. Then Nora walks in asking if they have seen Billy. Nora sees Billy the rat and freaks out. When Billy sees that Nora is scared of him, Phoebe and Max use it to convince him to be turned back into human. Billy agrees.

While the twins get the Animalizer, the Rat Man throws cheese down the swirly slide, attracting Billy. Dr. Colosso sees it and "tries" to warn Billy that it's a trap. Billy gets captured. Max and Phoebe run after him but it's too late. The Thunder Twins fall into the Rat Man's rat traps and get snapped all over their bodies. Nora finds Max and Phoebe lying on the floor. They ask her for help saving Billy the rat. They explain what happened. They tell her that she is their only hope since they can't tell Mom and Dad that they turned Billy into a rat. Nora refuses to believe them and thinks that Barb, Hank or Randy the puppet put them up to this. Like Billy would be dumb enough to agree to be turned into a rat. Uh oh!

On a second thought... Nora runs outside to save Billy. She lies to her parents and the Rat Man that she wants to face her fear of rats. She struggles to pick up the rat. Billy thanks Nora for saving him. Nora chases the exterminator away. In Max's Lair, Phoebe and Max are trying to nurse their wounds. Nora zaps Phoebe with her laser eyes for turning her brother into a rat. Billy defends the twins because he's the one who agreed to it. He admits to Nora that he is going to miss racing but not as much as he will miss Nora.

Max's fingers are so hurt that he can't play guitar. So, the band can't play at the school dance. Phoebe is worried about being the girl who ruined the school dance. Unless... there is no dance! Max asks Billy to become a rat again so that they can unleash him at the school dance and force the dance to be cancelled. Billy agrees.

On the night of the school dance, Phoebe stands in the hallway as she "innocently" waits for students to come out running after being attacked by rats. The school dance is cancelled. Phoebe picks up a rat that she believes to be Billy but the real Billy (as a human), shows up with Max, Phoebe realizes the rat she has isn't Billy and faints.


Main Cast

Recurring Cast

Guest Cast

  • Wes Robertson as Darryl the Rat Man



  • This episode was in production from July 28th, 2014 - August 1st, 2014.
  • The game Max and Phoebe give Billy is the Wii game Wipeout.
  • It is revealed that Nora is afraid of rats.
  • It was revealed that Nora had super sonic scream but soundless. Later in Phoebe vs. Max: The Sequel, Dr. Ouch says that this was a possible power of the soon-to-be-born Chloe Thunderman.
  • Goof: When Billy gets zapped by the Animalizer and is turned into a rat, he shrinks out of his clothes. But in all other episodes, when someone gets zapped by the Animalizer and is turned into an animal, their clothes shrink with them.


Phoebe : Why would you even agree to race?
Max : No choice. Band rule number 77, in case of disagreement, rat race.
Phoebe : Your band has 77 rules?
Max : Yeah, but rules 1 through 76 are rock hard, rock out, rock your face off, rock--
Phoebe : I get it.
Phoebe : But who needs Nora when you've got all that cement to chew through?
Billy : Cement is the chicken of construction materials. But I don't want my sister to be afraid of me.
Phoebe : Well, then I think you know what we have to do.
Billy : Turn Nora into a rat, too?
Phoebe : Billy!!!



You may view The Amazing Rat Race transcript here.