Billy falls head over heels for Kimberly's friend, but feels that he's not good enough for her and that they don't have anything in common. He is nearby gathering scientific data when the girls take some Angelettes for a hike in the woods. Billy discovers a severe storm is brewing, but Lord Zedd has plans of his own as he turns Billy's polarizer into the wicked Magnet Brain. Meanwhile, Kimberly and her young troop of Angelettes are unaware of the impending danger. Bulk and Skull find themselves in trouble upon facing Magnet Brain.
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