At the end of The Matrix Reloaded and throughout The Matrix Revolutions, Smith is an actual human being outside of the Matrix. How did this happen?

Note: the question of why Smith didn't die at the end of the first movie is discussed here, but I am asking how did Smith get out of the Matrix and into a real body (so to speak)?

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It's not explained. We've got a few choices though...

He's overwritten Bane's brain.

This one seems the least plausible; Smith has somehow managed to overwrite Bane's brain and implant his own memories and consciousness upon Bane's, in much the same way that the Agents overwrite bluepill humans inside the Matrix.

Obviously this opens up many unanswered questions but we do have the two canon examples such as the Steak Scene from the original Matrix film ("I don't wanna remember nothing") and from the Matrix webcomic "Goliath" where we see that the machines have the ability to edit memory. Presumably this control of memory would give them the ability to rewrite someone's mind that was jacked in.

He's inside Bane's implants

Bane, like all Matrix-born humans has ports implanted directly into his brain and body. We see Keanu interacting with the Sentinels while disconnected from the Matrix so presumably these ports have both wireless capability and some form of power source. It's not a great leap to imagine that they also have sufficient computing capacity to carry a copy of Smith's personality and that he's basically turned Bane into a meat puppet


This explanation also goes some way to explaining how blind Keanu can 'see' Bane as Smith during their iconic fight.

They're all still in the Matrix. Just on a higher level (MWAM)

Neo's ability to see Bane despite being blinded, Neo's ability to interact with the Sentinels despite not being jacked in, images of the future (showing Trinity's fall) on the monitor behind the Architect as well as Neo's ability to exist within the matrix despite being dead/disconnected all lend great weight to the suggestion that Zion isn't any more real than Capital City.

Since we see Agents moving freely into humans inside the Matrix, if we imagine that Morpheus' "desert of the real" is in fact simply another Matrix, it then makes perfect sense that Smith can move freely into a redpill human as they do into bluepill humans in a lower level of the Matrix.

This one is obviously the least likely as the MWAM theory seems to have been debunked.

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    Matrix within a matrix works perfectly if you assume that Trinity is just a program. Then her perfectly predictable actions can be easily explained. – Valorum Mar 8 '14 at 16:31
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    @Richard: As I said, there is no general method to predict the output of a program faster than it takes to actually execute all the steps of the program (unless the program is NP-complete and P=NP is true, see scottaaronson.com/blog/?p=122 for why that's unlikely). The only way I can think of to show simNeo what simTrinity was going to do would be to run two copies of the entire Matrix, freeze one when Neo was about to look at the screen, let the other run ahead, then take the results of the one that ran ahead and play them back on a screen in the first copy that had been frozen. – Hypnosifl Mar 8 '14 at 21:26
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    @Richard, don't take my comment as a criticism of your answer. I upvoted. There is likely some electronics in the interface, but it's dubious that there is enough to host an AI like Smith. I lean towards the idea that the second and third movies were just absolute junk written by no-talent hacks. They passed by numerous opportunities for smart, clever, and interesting storylines to give us this crap. I mean, Neo has magic powers in the real world? That's what they're going to go with? – John O Mar 8 '14 at 23:19
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    @Omegacron - I disagree. The spinning top was left intentionally ambiguous. If you choose to believe the MWAM theory then you need to utterly disregard "The 2nd Renaissance" and the comic "Bits and Pieces", both described as key parts of the Matrix backstory, written by the Wachowskis themselves. – Valorum Jan 28 '15 at 20:48
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    True. But that could also be explained as the history for the Zion-level reality, without actually showing whatever's behind it. Either way, it's probably one of those questions we'll never get a real answer to. As it stands, yours is the official stance. MWAW is more of a conspiracy theory. – Omegacron Jan 28 '15 at 20:53

Smith had become uber powerful at that point and was beyond the control of even the machines. He'd gained the ability to take over other programs and to manipulate the Matrix and break its rules in a manner similar to how Neo could.

Part of the premise of The Matrix is that the human mind could interface with a digital computer. Sensory data could be perfectly simulated and fed directly to the brain. Similarly, human neural impulses could be fed into the machine and interpreted/understood by the software. This interface is so advanced, that dying in the Matrix would result in the body dying (likewise with certain injuries in the Matrix).

The Wachowski siblings were also heavily influenced by other sci-fi works, including Ghost in the Shell, in which electronically augmented brains could be hacked into, allowing the individual's memories to be manipulated or even be temporarily taken control of remotely.

The world of The Matrix likely has similar dynamics. Smith would be akin to a "super-class-A hacker" capable of actually overwriting the personality of a human if he infects them as they're exiting the Matrix and returning to their physical body. Since the link is a two-way street, it seems plausible that an AI program could project its consciousness into a brain just as a brain can project its consciousness into the Matrix.

However, I have no idea why Bane happens to look exactly like Smith. I guess it was just dumb luck?


Once connected to the matrix, the residual self image was the representation of the personality of the hacker hooked up into it. Consider it similar to an online profile you create. What Smith did was, he overwrote this online profile. He copied himself onto the personality of Bane. It is very similar to overwriting the contents of a file with new content. If Hackers could project their personas into the matrix, it is fairly conceivable that a program could overwrite this virtual persona. So Agent Smith didn't get out in a physical form, but he took over the personality of another human hooked up to the Matrix.


It is explained through the course of the second and third movie that Smith has evolved or turned into a self aware program, able to rewrite his own code, so he can do things that the other agent programs cannot do. One of the things that he can do is overwrite or imprint onto other programs.

When a person is plugged into the matrix they are in a sense "running" their program in the matrix, in order to get back out, they need to download(upload) the changes made to the program back to the source code.

So, Smith made changes to the Bane program and then had it uploaded to the Source.

I don't believe that the Smith Program could communicate with (Smith)Bane while he was not plugged into the Matrix, so that tells me that Smith Copied his program onto the blank slate of Bane's existence. (for those of you who disagree please answer Was (Smith)Bane able to communicate with Smith?)

From what we see when Smith copies himself over, it appears that they turn black from the point of entry as they are being erased and then the Smith program is copied over. or you could look at it as the black is the process of overwriting the existing program.

So I would say that Smith(Original Program) never left the matrix himself.


If you look at a human brain as a computer, like a hard drive, it can hold information and data just like a regular computer: you can edit files and can format memory. So then you would be able to edit memories and personalities.

Mr. Smith took over Bane right as the phone rang for him to be able to leave the Matrix so Mr. Smith, now in bane, just picked up the phone and was downloaded into Bane's actual brain just like we download viruses onto our computer and the virus will edit our files and change whatever it was programmed to do!

So in a quick summary: Mr. Smith acting like a computer virus infected Bane in the Matrix, then when the phone rang it opened up a link between Bane in the Matrix and Bane's real brain. Since Bane was hardwired into the matrix, it was easy to download himself to Bane's actual brain as if Bane's brain was just another computer connected to a network at home or work! Since Bane was not hardwired to anyone else in the real world, he could not infect anyone else unless he was hardwired to them!

If you have ever had a virus infect your computer, you know its not the same computer you had: it now acts differently, like its a whole different machine when in fact it basically is because it edits the files like the files in our brain that makes us us. Now the virus is making the files that make us and the computer do what it normally would do stop and now it is doing something else, what the virus wants! What Mr. Smith wants!


It's not hard to think that smith wouldn't be able to do something to banes brain outside the matrix while he overwrit him in the matrix, he could have sent some sort of electrical shock to his brain, like brainwashing, or it could be that he erased banes mind and used said tampering to copy himself into it

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    this answer is fill with maybe's :S .. should take a look at the help center ;) on how to post a good answer – Rocket Jan 28 '15 at 5:57

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