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These events lead directly into the second season, Beetleborgs Metallix. In it, the Crustaceans have replaced the Magnavores as the Beetleborgs' new arch-enemy. Nukus discovers that his creator is actually Art's incarcerated brother, Les Fortunes. Nukus busts Les out of prison. Les now serves him by creating new villains and monsters for him. In response, Art creates new powers, armor, and weapons, which Flabber then brings to life again for the kids, who rechristen themselves as Beetleborgs Metallix, hence the title. They are later assisted by the Astralborgs, four Beetleborgs created by Art Fortunes as a child when he and Les worked together on their only collaboration, the Lost Comic. Nukus formed his own evil group, named the Crustaceans. He would later recruit more faithful followers from the Lost Comic in the form of the Mantrons. Nukus and Vilor eventually gained upgraded Mega forms. To counteract this, the Beetleborgs were given an upgrade by Roboborg, who fused their Metallix powers with their original powers, creating the Mega Spectra Beetleborgs. Vilor's "mega" form did not last long and he quietly returned to his original look without explanation; however, Mega Nukus retained his upgraded look. The series concluded with the Beetleborgs gaining the enemy Boron as an ally, stripping Nukus of his greatest weapon; and Les Fortunes made the decision to return willingly to Charterville prison, disabling Nukus' ability to create new monsters out of illustrations. With no known way of returning the Crustaceans to the comic world, the Beetleborgs were left with an unresolved final battle with what was left of their foes.