|The Well of the Dark|
|Season 1, Episode 11|
|Air date||Mar 28, 2015|
|The Destroyer||The Great River|
While waiting for the school basketball game to start. Leo spots some of Exaton's men trying to kidnap one of the teams, The Raccoons. Leo tries to rescue them, only to discover one of the players, Michael Brian has been turned into an ape-man.
Leo rushes off to Egyxos to get help. Meanwhile, Exaton and Sekhmet examine the mutated basketball players. Exaton hopes that enhancing the athlete's and making them his obedient servants will improve the success rate of his army.
As Leo tells Kefer about the kidnapping, the mutated players attack. Wreaking havoc at the dam. A fight breaks out and Leo and his friends managed to subdue and capture one of the players, a mutated crocodile-man. Osiride manages to find a means of returning the young man to normal.
Leo and Ramses go on an infiltration mission to find and retrieve the other players. Exaton catches them in the act and has everyone fight in his arena for his amusement. Though doing so allows Leo the chance to use Oriside's cure on all of the players. While escaping, Leo runs into a Deadhead Scorpion, who the group convinces into attacking Exaton and his men.
After everyone is safely back in Egyxos city, Osiride gives each of the Raccoons a ring, which makes each of them fall asleep. Osiride explains to Leo that the rings had the same memory erasing technology in them that was used on Astrid. Leo then manages to get all of the Raccoons back to the locker room just before the game starts back at his school.
"Crocodile men? Just once couldn't they be Panda men, or maybe Hamster men?"
- — Leo is a firm believer of variety.
Kefer: "Leo, are you alright?"
Leo: "Yeah, don't worry. Mom wakes me up like this every morning."
- — Leo takes getting badly beaten by a Crocodile man in stride.
Leo: "I imagine its difficult for you to comprehend what's going on right now?"
Raccoon Player: "I'd say it's about time you told us what was going on!"
- — Leo thinks the Raccoons are overwhelmed, when they're mostly just irritated.
- Leo and Ramses encounter a Deadhead scorpion that is hinted to be the same as the baby scorpion from "In No Man's Land".
- Osiride's mind-wiping jewelry returns.
- The Raccoons are based on many real-world basketball teams that take their name from an animal.