When Shining Armor and Cadance share to Skyla about their adventure in Paradise Falls, Skyla wishes to go see Kevin the bird. So then the team decide to go back to Paradise Falls. After gathering supplies and gear, the team find that Stuingtion's Engines have rebuilt the famous zeppelin: "Hindenburg". [but filled with Helium instead of hydrogen and has Thomas and Twilight's team symbol instead of the Nazi symbol], while Kipper and his finds use a bench (with a bunch of balloons tied to it) They soon journey to Paradise Falls, but little do they know, that an old enemy seeks revenge.
Shining Armor and Cadance's story
4 weeks have gone by since our heroes find the Golden Gun. And Shining Armor and Cadance share to Skyla about their adventure in Paradise Falls and Skyla wishes she could go there. Later as Skyla sleeps, Shining Armor and Candace talk to the rest of the team about going back to Paradise Falls.
Next morning/taking off
Soon, next morning, as Skyla awake she came out to see everyone getting supplies together. She then asks herself: "What in Equestria is going on?". Yuna then comes up and explains that Skyla got her wish. And they're heading to Paradise Falls. And Stuingtion's engines shown our heroes that they rebuild the world famous zeppelin: Hindenburg. But filled with Helium instead of hydrogen and the Nazi logo replaced with Thomas and Twilight's team logo. Just then Kipper and friends came by, with a bunch of balloons. Then they put their balloons onto a bench. And soon everyone was ready and took off!
Reuniting with Pazu and Sheeta/The storm!
As the airship and bench fly high in the sky, Mako sees a kite-glider nearby. They get closer and there was Pazu and Sheeta! They then fly the kite-glider onto the airship, till Mako sees a dark cloud and there was a storm coming! Kipper then tries to turn the bench around but the wind's too strong. As the storm gets wild the screen turns black.
At South America
After that was over, Brian sees both the airship and bench are high above in the sky over clouds. So they decide to float down to see where they are. The Airship flies down while Kipper pops a few of the balloons. As they get close the ground there were rocks. Then the bench hits the ground, making Kipper and his friends fall off, but then it starts to fly away, and quickly Kipper grabs one of the ropes on it. And Tiger pulls him to safety, then as the fog clears, it was Paradise Falls! Skyla jumps around with joy, and tries climb up the rope. But she can't. But then Kipper decides they could walk the bench with them.
Return of Muska
Then in another part of South America, Muska has returned! And he plans to capture Sheeta, Kevin and her chicks. He then he hears our heroes.
Skyla's encounter with Kevin
Our heroes are now moving along in a forest when they decide to take a rest, while Skyla wonders off in the woods. As she does, she finds some footprints. After following them to a bush, she then starts eating a candy bar and then she hears something in the bushes. But when she looks, a huge beak starts eating her candy bar and then she comes back to the others with a giant bird. And tells them she found a bird. But then when she mentions it ate some of her candy bar, they take look and it was Kevin! Our heroes shock in happiness, at first Skyla's confused before they explain Kevin plays around with Skyla. As they both stop, they explain about Kevin, and Skyla was amazed.
Meanwhile, with Muska, he was planning on capturing the bird and Sheeta with Deceptitrains on his back. As he has them prepare their own airship. And he sets off.
Heading for Kevin's home
As our heroes travel to Kevin's home, Skyla continues to give Kevin some of her candy bar. Then there was a call, which Kevin replied back to. It was Kevin's chicks. Then soon the Deceptitrains attack! And our heroes use their weapons against them as the evil robots try to get Kevin and Sheeta, but they make a run for it.(Kevin lets some of the team ride on her back) They manage to escape, only to find Kevin's leg injured. And Thomas lets her ride in is cab. As they continue for Kevin's birth.
Arriving at the Birth/Captured!
And soon they've arrived at Kevin's' birth and there, her chicks come out to greet them. But just then Muska's airship comes out from the sky and fires a net over Kevin and her chicks! And Muska walks out and captures Sheeta but before our heroes can do anything, a weighted net falls onto them, then Muska and his men take Sheeta, Kevin, and her chicks aboard the airship and take off! Skyla breaks down into tears, the team soon get free and decide they must head for the falls in order to determine the course they should take to get Kevin and Sheeta back. And soon they get to the falls.
Skyla, Arnold, and Minka fly away
But as they determine the course they should take to catch up with Muska's airship. Yuna sees, Skyla, Arnold, and Minka flying away (with balloons tied on their bodies) to save Kevin and Sheeta. And our heroes follow behind, (some of the pets hop on Kipper's bench). Soon enough, Skyla, Arnold, and Minka catch up to Muska's airship. And there they encounter Deceptitirains, who then tie them up. Muska then arrives, Skyla then demands he lets Sheeta and Kevin go, but he refuses. Minka snaps at him, Muska then takes Minka and Arnold to the entry platform of the ship. But then he sees our heroes coming towards them and orders his men to guard Sheeta and Kevin as he throws the switch that opens the entry platform. And our heroes are flying alongside, when they see Minka and Arnold about to fall off the entry platform! Kipper quickly throws a rope onto the platform and then Penny Ling zip lines down and grabs the 2.
Retrieving Sheeta and Kevin
Pazu and Brian sneak inside to get Sheeta and Kevin. However, Shining Armor and Cadance also enter the ship from another place to retrieve Skyla. Pazu and Brian then sneak through the ship's air vents and reach the room where Kevin and Sheeta are. And Brian shoots the Deceptitirains guarding. While Pazu blasts open the cell Kevin and Sheeta are in, and escape. And the 2 ponies rescue their daughter. As Brian, Pazu, Sheeta, Kevin, her chicks escape Muska emerges and he Brian get in a sword duel. But outside, 3 Deceptitrain ships fly out to try and get the 2 other airships. And our heroes get in their planes and battled with the 3, while on Muska's airship Zoe Trent and Gail Trent (who have snuck onboard) hit the lever that makes the airship barrel roll. And it causes everyone inside to slide side to side, which gives Brian, Pazu, Sheeta, Kevin, her chicks a chance to escape by climbing up the airship's side ladder, but Muska follows closely behind. back at the dogfight our hereos destroy the Deceptitrain planes.
Back with the escaping team, Muska makes an attempt to grabs Pazu, but loses his grip. They soon reach the top. Then Zoe and Gail come out from a vent and then Kipper and his friends fly the bench down. And Cadance and Shining Armor appear and Skyla, they all make it to try and get on the bench but then a gunshot is heard and several balloons pop! And there was Muska holding his gun! The bench then falls down and starts sliding down the side (Kipper, Brian and Skyla fall off when it hit the side) Brian and Kipper quickly grab the rope and hold on and Muska prepares to fire at Kevin, but Skyla bravely grabs Muska's arm making him miss. But at the same the time, the rope's starting to break loose from the bench. As they both fall Muska manages to stop himself but Skyla ends up at the edge of the fin. Brian and Kipper then use Skyla's candy bar to get Kevin to get everyone off the bench as the rope breaks loose. Muska then points his Webley at Skyla, but she rams him and they both fall! As Cadance grieves for the lost of her filly, Skyla then flies up. While Kevin and the others have grabbed on the rope. While the bench floats down and disappears in the clouds.
Later as our heroes returned Kevin and her chicks they bid farewell. As they took off in the Hindenburg back home. And there, Sheeta and Pazu fly off in the kite-glider but promise to come back and visit some day, while we see the bench has landed next to Carl's house.
- Gail Trent, Mitzi, Kipper, and his friends guest star in this film
- This film has a "Disney's Up" twist in it
- The Hindenburg makes an appearance in this film.
- Pazu, Princess Sheeta and Colonel Muska will return in this movie.
- Shining Armor and Cadance's story
- Next morning/taking off
- Reuniting with Pazu and Sheeta/The storm!
- At South America
- Return of Muska
- Skyla's encounter with Kevin
- Muska's plan
- Heading for Kevin's home
- Arriving at the Birth/Captured!
- Skyla, Arnold, and Minka fly away
- Retrieving Sheeta, Sylveon, and Kevin
- Muska's defeat
- Returning home