Thomas' brother Shining Armor dies and he goes out to find his son.
Prologue: Flash Sentry's performance
The film opens to Flash Sentry running through a forest which is actually part of a performance he's doing. Pinkie Pie complains. Cody says he can't know dinner theater. Rainbow Dash claims that she hates it. Knock Out says that he does too. Buck agrees with Knock Out and says Ryan is happy that the Dazzlings are on the good side. Flash Sentry fights man dressed like Thomas. Flash Sentry tells the Thomas actor to get ready to enter a world of pain in which he is not familiar. The audience laughs at him. Cody throws an apple at Flash Sentry. But suddenly, the tower falls and the window keeps Flash safe. The crowd continues laughing and Flash storms off the stage. He goes into an alleyway. Flash sits down and starts to cry. He then looks at a picture of the Fairy Godmother and a caption: "Don't stop believing". Flash swears he will restore dignity to his throne. And a newspaper flies into his face. He peels it off and sees Thomas and Twilight on the front cover. Flash claims that this time, no one will stand in his way.
The next morning (scene)
The next morning, Twilight and Thomas wake up and say good morning to each other. Pinkie Pie, Cody Fairbrother and Discord then come in singing good morning. Pinkie watches her new baby saddle-tanks gallop out of the room and says that they grow up so fast. Cody asks Pinkie what she's talking about. Pinkie says that she's saying what Donkey said in the 3rd Shrek film. Cody says that he now gets it. Thomas says not fast enough. Zecora tells him the kingly duties for the day. Ryan informs Thomas that Shining is sick. Thomas says he can't wait and falls back to sleep. But Pinkie pulls off the cover in an attempt to wake him up and screams when she sees his bare legs. Ryan says that Thomas needs a pair of pajamas. As they wander through a hallway, the title is encased in a large glass window painting above them. Thomas has to knight someone first. Zecora shows him what to do. Thomas goes ahead to do so, stabbing the knight in the process. Later on, Thomas has to crizen a ship with a bottle. But he leans on it too hard and it slides away. Thomas throws the bottle at the ship. But it makes a hole and the sails burn up. Later on, Thomas and Twilight are given a makeover. As they try to kiss, their costumes get in the way. Thomas soon gets an ich and he can't scratch it because of his costume. Twilight giggles. Later, when Thomas and Twilight are announced, they end up causing havoc and their costumes always get in the way. Later, Thomas storms into their room. He tells Twilight he can't live with doing Shining's duties. As he lays back in bed, he touches noses with Pinkie. He grabs her by the ears and chucks her out. He turns and sees Zecora on the bed. Ryan tells Zecora to leave Thomas. Thomas grabs her and chucks her out the window. Thomas then draws the curtains. Twilight tries to tell him that she's pregnant. Ryan says that he'll go somewhere to practice singing songs with the Dazzlings. Twilight tries to talk to Thomas about having children. Crash asks Twilight that she's having kids. Twilight giggles and nods. Crash yells excitedly. Matau tells Crash that his master is somewhere the Dazzlings are in the ballroom. Suddenly, Zoey comes in, looking frantic. Crash says that if someone better be dying. When they arrive, they find Shining in a devastating position. Shining tells that he is going to die. This makes everyone upset. Shining tells Thomas that he is next in line as Captain of the Royal Guard. Ryan is confused and asks Shining to have Thomas as captain. Shining tells him that he has a second son who he put at a boarding school. Ryan asks Shining what's the name of his second son. But before Shining can tell him, he passes out. Sci-Ryan says to Ryan that he's dead. But Shining jumps back to life again and coughs. Sci-Ryan sighs and tells Shining what's the name of his second son. Shining says that his name is Armor Shine. Thomas asks him where they can find him. Shining tells them that they can find him in Manehatten. Ryan says Manehatten is in Equestria. Shining tells them to find him in Westeshere. Sci-Ryan says that they shall go there. Shining thanks them and passes out again and dies. Ryan says to Shining Good night, sweet prince. Later, Shining is buried. Matau and the Skylanders sing Live and Let Die at Shining Armor's funeral. Thomas hugs Twilight as she starts to cry. Sci-Ryan and Ryan comfort Princess Skyla. Up on a hilltop, a hooded Stallion is watching. He takes off his hood, revealing him to be Flash Sentry. A hooded cyborg clone walks up to Flash Sentry. But Flash flies away before he can start talking. The hooded cyborg clone activates his jetpack and follows him then the robe flew off revealing him to be Evil Ryan.
At the Poison Apple
Flash arrives at the Poison Apple. Evil Ryan landed to tell Flash that he knows how he feels. But Flash has already gone inside. Evil Ryan follows Flash inside and ask him what's the matter. But Flash ignores him and goes to the bar. Evil Ryan follows Flash and says that he want revenge on Thomas. But Flash tells Evil Ryan to leave him alone. Evil Ryan goes to the stage and sing with Bertram and Evil Anna. Flash notices Evil Ryan's and two of his friends singing. As the villains in the bar listen to them sing, they begin to fall under their spell. Flash applaud for Evil Ryan, Bertram and Evil Anna and asks what is the name of the band. Evil Ryan says the name of their band is The Cyberlings. Flash says to Evil Ryan that the Cyberlings can be useful in his conquest for Far-Far Away. Evil Ryan says that they cast a spell on the villains so that they would listen to Flash. Bertram has Gremlin Prescott to help the Cyberlings and Flash Sentry. Flash tells the villains to help him in his conquest. Evil Anna tells Queen Chrysalis, Discord and their kids to help the Cyberlings and Flash Sentry. As the villains raise their glasses, the Cyberlings sing "Battle of the Bands". Flash watches as the villains argue about Ryan, Thomas and his friends. The villains cheer for Flash Sentry as they join the Cyberlings in the last chorus of the song. As the Cyberlings use their pendants to feed off the negative energy Mr. Ross says he'll have revenge Ryan and Rigby.
At the Docks
At the Docks, Thomas and his friends are getting ready for their journey. Ryan tells Sunset Shimmer, Cupcake Slash, Contralto and the Dazzlings to come along with him. Pinkie says good bye to Percy and their tank engine children. Crash got Twilight's crown in case if Armor Shine doesn't want to go. Thomas says thanks. Matau asks the Mad Doctor, Gremlin Gus, Sci-Ryan and Mickey Mouse to come with him. Sci-Ryan declines and says that they'll be fine. Matau tells the Mad Doctor to keep Sci-Ryan safe. Thomas talks to Twilight before climbing aboard. Cody says to Ryan that he's coming along.Captain Hook said he's coming too. But Ryan declines. Cody asks Ryan why he got Twilight's crown with him. Ryan says it's in case Armor Shine doesn't want to go. Crash says that Sunset will wear Twilight's crown and transform into a she-demon. But Sunset reminds him that she's changed. Cody will volunteer to wear Twilight's crown and scare Amor Shine to come with them. But Ryan declines, saying that no one has to wear the crown. Cody says he'll hold on to Twilight's crown until it is needed. But Ryan tells Cody that he doesn't want him to come. Cody begs and Ryan says he can come. Thomas tells Ryan to tell Armor Shine, if he doesn't want to come, that he will get the honor of meeting Princess Twilight Sparkle. Ryan agrees and tells Cody to put on Twilight's crown if Armor Shine doesn't want to come. But Cody says he'll do what Thomas said. Ryan agrees with Cody and puts Twilight's crown on Cody's head. But he doesn't turn into a she-demon and insists on Thomas' plan. So, he puts it in a bag. Ryan agrees with Cody and tell him to wear Twilight's crown like what Sunset did. But Cody insists using Thomas' plan better. Ryan agrees and inform Cody to wear Twilight's crown in case of villains try to get Thomas. Cody nods and climbs aboard. Mike, Zoey and the Total Drama All-Stars gang tag along. Elsa, Jessica and Anna will come along too. Twilight watches the ship go but remembers what she was trying to say to Thomas last night. Ryan hears a horn and grabs it. Twilight yells to Thomas that she's pregnant. Ryan informs Thomas that he's going to be a father. Thomas is shocked. Cody says to Sunset that he's going to be a cousin. And Rainbow Dash points at Thomas saying he is in a lot of trouble. Ryan says that he and the Dazzlings should sing to cheer Thomas up. That night, they are asleep. Ryan is sleeping with Matau and Adagio. But Thomas has a bad dream about having kids. Ryan's singing wakes Thomas up. Thomas screams. Adagio asks Thomas what's the matter. Thomas says that he can't believe he's gonna be a farther. Ryan says that Cody is testing how he can transform when he put on Twilight's crown on his head like what Sunset did. Thomas asks how it happened. Ryan informs Thomas that Cody turned into a she-demon version of him tells him to duck.Cody doesn't act like the She-Demon Sunset, however. Ryan asks Cody how did he look. Cody says he looks great. Ryan tells Sunset if there something about Cody's transformation. Later, Thomas leans over the end. Ryan and Cody flies up and yells Land Ho!. Thomas angrily yells "GUYS!" and tells them to skip to the part where they are supposed to make him feel better. Ryan says sorry and comforts Thomas. They soon arrive at Westeshere. Matau asks Cody if can he fly. Cody says that he can and takes off the crown. Cody transforms back to himself and have a look around with Sonata. When they enter, they find it's a boarding school. Ryan says that's where Armor Shine is and says he hope that him and the Dazzlings can sing here. As they wander through the school ground, some of the students stare satisfied at Thomas. Ryan greets the students and says he's the second leader of the Dazzlings. The students smile. Aria says that the Dazzlings are known to sing from time to time. To which Sonata says her line. Ryan grunts at Sonata like what Adagio did. Sonata asks what did she say. Ryan says what Sonata meant to say is that this school have some music classes for their singing. One of the students says that there are music classes. Ryan also says that he and the Dazzlings like to check around. They look around while Thomas looks Armor Shine. Cody says to Thomas he'll come along and puts Twilight's crown on his head. They walk through the halls. While Cody is looking around in his she-demon form he hear someone in a locker. Pinkie bursts out. Cody asks Pinkie Pie what did they do to her. Pinkie tells him that two boys put a sign on her tail. Cody notices that he has a tail in this form. Pinkie notices the two boys. Cody says hello to the two boys. They run into a building opposite. Cody asks Thomas did he scare them. Thomas says no. Pinkie asks Cody what does he look like. Thomas tells them to stay focused. Cody agrees and senses Armor Shine in a jousting field. Thomas asks which way. Cody points to that direction and flies ahead. They soon arrive at the jousting field. Cody says he sense some magic in Armor Shine. They see a young stallion hit a younger stallion. Thomas thinks the bigger stallion is Armor Shine. Cody says that's not Armor Shine. Thomas then sees the younger stallion running off. Cody goes after the younger stallion. Thomas follows him. Meanwhile Crash and Matau listens to Ryan and the Dazzlings sing Friendship Burns Bright. Cody and Thomas follow the younger stallion into an assembly hall. Cody asks the people in the assembly hall where can he find Armor Shine. They all point to him. Cody grabs Armor Shine who is shocked at Cody's form. Thomas pushes Cody and holds Armor Shine. Cody says he'll go see what Ryan is up to. But they soon show up. Sunset looks surprised at Cody. Cody quickly takes off the crown and changes back. Matau asks Thomas if he's got Armor Shine. Thomas says yes. Cody apologizes to Armor Shine that he scared him. Armor Shine says its okay and Thomas puts him down. Ryan says to Armor Shine that he's the second leader of the Dazzlings and are known to sing from time to time. But before Sonata says her line, Aria covers her mouth. Matau says that what Sonata meant to say is that she's happy to see Armor Shine. Aria says that is what Sonata meant to say.Cody says Sonata would have said it if she weren't the worst. Sonata grunts at him. Ryan says to Armor Shine that he'll get to know them because they're Adagio's sisters. Thomas tells Armor Shine that he has a kingdom to run. Armor Shine agrees and notices the pendants Ryan and the Dazzlings are wearing. As he reaches for Ryan's, he grabs Armor's arm on react. Thomas asks Ryan what did he do that for. Ryan apologizes to Armor and says that those pendants mean a lot to him and the Dazzlings. Armor says that's okay. Ryan lets go of Armor's arm and tells him that he got his pendant at Canterlot High where Evil Ryan made it. Armor asks Thomas if he really is the only remaining heir. Ryan says yes to Armor. Armor gives a speech to his fellow students before he leaves. Ryan is impressed and tells Armor to come with him. Thomas tells Armor not to overdo it and he does. Ryan vocalizes and Armor is fallen under his spell and tells him to come with him to the boat. Armor does and the spell soon wears off. Armor asks Ryan how did he do that. Ryan says that he just vocalized. Armor asks Ryan if he did it with his pendant. Ryan nods. Matau says to Armor that like the Dazzlings, Ryan is known to sing from time to time. Thomas reminds Matau that Ryan sings all the time. Sonata agress and says that's how he get people to do what he want. Thomas tells her to shut up. Sonata asks what did she say. Thomas just tells her to be quiet. They set off home. Ryan finds SMG4, Alice, Robin Hood and Mario on board the ship. Thomas asks them why they are here. Mario says they're followed them to find Armor Shine. Thomas says they already found him. Ryan introduces Aromr to his niece Alice. Armor says he is pleased to meet Alice. Robin Hood says to Armor Shine that he's the hero from the Disney film with his name. Armor says he knows. Mario notices that Ryan is wearing a pendant. Alice asks Ryan where he got the pendant from. Ryan tells Alice that Evil Ryan made it at Canterlot High. Mario reaches for Ryan's pendant but Ryan grabs his arm. Thomas tells him to stop. Ryan lets go of Mario's arm and apologizes. Adagio tells Mario that Ryan's pendant means a lot to him. Alice is surprised at her uncle and asks if he is the second leader of the Dazzlings. Ryan nods. Crash tells Alice that like the Dazzlings, Ryan is known to sing from time to time. But Thomas tells Sonata not to say her line. Ryan tells Alice that he and the Dazzlings sing all the time. Thomas quickly covers his mouth before he can say anything else. Cody says to Alice what Ryan was going to say is he and the Dazzlings are practicing singing some songs. Ryan tells Cody that he is correct. SMG4 asks Ryan can he and the Dazzlings sing a song. Ryan says not right now and says that they are heading home. Crash says to set a course for Far-Far Away.
The villains take over
Back in Far-Far Away, the princesses give gifts to Twilight. Sci-Ryan got some gifts for Twilight. Ratchet the Autobot gives her the biggest gift of all: turning the Crusaders into Transformers. Sci-Twi gives Twilight her gift. When she opens it, she finds a watch. Sci-Ryan asks Twilight did she like it. Twilight says yes and asks Sci-Twi what it does. Sci-Twi says that the watch tells the time. Twilight looks at the watch. Sci-Ryan informs Twilight that there some features on the watch. Twilight press the button on the watch and she transform into her human form. Everyone stares in awe. Alice(Hanna Barbra) asks Twilight did she like one of the watch's features. Twilight nods to say yes. Sci-Twi gives Twilight her gift. Twilight opens it. Twilight is surprised and asks Sci-Ryan what is it. Sci-Ryan says that its for when the baby poops. Twilight is happy with it. Disgust finds it disgusting. Joy is so happy with Twilight's present. Joy gives her gift to Twilight. Sci-Ryan hopes it is a baby sitter. Twilight opens it and Dawn from Total Drama comes out. Twilight is surprised to see Dawn. Dawn says she's going to babysit. Sam comes with her. Sci-Ryan said that things can't get worse. But then Dragon roars. Sci-Ryan then said that he was wrong. Twilight looks through banolculours and sees that Flash Sentry and the villains are on their way. Sci-Ryan sees the Cyberlings are with Flash and tells Contralto and the Mad Doctor to protect Twilight. Twilight finds a hidden door. Sci-Ryan tells Little John to stall the villains. The others put things in front of the door. Sci-Ryan finds a leaver to a secret passage. The others run down it. Evil Ryan asks Flash where did they go. The male engines try to hold the door closed long enough for Twilight and the others to escape. Sci-Ryan tells Little John to follow him. Flash and the villains try to batter the door down. Evil Ryan tells the villains to stand back and blast the door like what Silver does in Treasure Planet. But that doesn't work. Evil Ryan use Bowser as a battering ram. They eventually break in. Evil Ryan asks Flash where did they go. Flash sees the Autobots sitting in a circle watching television. Fixit laughs after the guy asks the woman where are his pants. Flash asks them on Twilight and Thomas' whereabouts. Evil Ryan asks Fixit where is Ryan and Thomas are. But Fixit lies. Prince John tells Evil Ryan to force Fixit to talk. But Sideswipe covers for Fixit. Bertram tells Sideswipe where Matau and his friends are fetching. Sideswipe finally blurts out that Thomas went to bring back the next captain of the royal guard. Evil Ryan tells Flash that he, two of his frineds, SMG3 and Prince John should go after Thomas and friends from getting the next captain to Far-Far Away. But Flash reminds him to bring Thomas to him. Mr. Ross adds Ryan for Mal. Fixit says that they'll never fall for Flash's tricks. Flash orders the Cyberlings to put Fixit under their spell. The Cyberlings vocalize. Fixit asks the Cyberlings if is that all they got. But his eyes glow green. Evil Ryan asks Fixit what he was saying. Fixit then says that he knows where Thomas is. Prince John orders SMG3 to come with them. Fixit leads them. Sunset(Opposite) asks Evil Ryan is Mal will posses Ryan's body. Evil Ryan says that Mal will when the time is right.
Deathstrike tortures and gains information from Azula/Deathstrike takes Azula's eye and burns the side of her face
Meanwhile, in an area close to Manehatten, Azula, Mai, Ty Lee, and Zuko are also plotting to take the city. But in the shadows, Deathstrike watches, his mechanical eye staring at them menacingly. The two siblings (Zuko and Azula) are still mourning for the death of their late father. Then, Deathstrike uses his mechanical eye to scan Azula, disabling her lightning bending. The quartet are left stunned as Deathstrike attacks. Angered, Zuko attacks him, but Deathstrike's knowledge of pressure points gives him the upper hand. Mai takes out two of her knives, but Deathstrike activates his wrist mounted cannons on his left arm, forcing her to take cover. The only one left is Ty Lee who tries using her Chi Blocking abilities to make him fall to the ground, but he proves more acrobatic. He removes his mask, revealing to them his mechanical eye is apart of his own body, as he lost his right eye once when he was betrayed. The young bender backs away ready to fire her powers. However, he grabs her arms with great speed, and gets in her face. "Let's take a look inside that head of your," Deathstrike says to her. His mechanical eye extends forward and his mechanical eyelashes become spinning blades. Ty Lee gets back up, only to see Deathstrike use his mechanical eye to scan inside of Azula's brain. He learns Flash Sentry is in Far-Far Away, and then shoots Ty Lee in the legs, rendering her severely injured. The two get up to fight back, but before Deathstrike uses his mechanical eye to rip out Azula's left eye to "feel what it feels like to lose part of your sight." He then uses his right shoulder flamethrower to burn the left side of her face to have a scar that looks like her brother's. Deathstrike then leaves. Azula, distraught and feeling like she betrayed Flash, grabs some bandages to cover both her left eye socket and her left side of her face. The others follow her to comfort her as Deadpool blows up the scene to end it.
On the ship
Meanwhile, on the ship, Thomas and Armor Shine are talking. Ryan tells his nice Alice the names of the three girls with him. Armor Shine can't wait to be Captain. Ryan heard what Armor said and tells the Dazzlings to sing a song to him. The Dazzlings and Ryan sing Helping Twilight win the Crown. Armor enjoys the song. SMG4 says that Ryan and the Dazzlings did very good. Armor says he loved the song. Ryan thanks Armor saying he's too kind. Pinkie Pie tells Armor that he'll be living a life of luxury. Sonata tells Armor that he'll have guards to tell orders to. Adagio says that he'll be the new captain. Armor thanks Adagio blushing. But this frightens Armor. Ryan asks Armor what's wrong. Thomas stops their conversation. Ryan asks Adagio what's wrong with Armor. Thomas tells him that they don't want Armor to get the wrong idea. SMG4 tells Armor that he got some heroes to meet. But Armor starts steering the ship. Ryan tells Cody, Alice, Sunset and the Dazzlings that they might want to hold onto something. Thomas pushes Armor away. Cody holds onto a pole with Sunset and Contralto. Thomas and Armor fight over the steering wheel. The rocking of the ship causes Ryan to become sea-sick. But however, he manages to hold it to tell Thomas of the trouble ahead. Crash says to Thomas to turn the ship around. But he can't due to the wheel being broken. Ryan tells Alice and the others to brace for impact. The ship crashes. Cody shouts "Shipwreck ho!". On the beach, Ryan is carrying Adagio to keep her cloths dry. Thomas drops. Crash coughs and asks Alice and Robin Hood if they are ok. They say they are fine. Mario asks Thomas where are Sunset, Cody and Sonata. Thomas points to the girls and boy. Cody tells Mario that he put Twilight's crown on his head before the ship crash. He takes it off and helps Sonata up. Aria and Contralto helps SMG4 and Sunset up. Thomas struggles to his feet. Someone uses fire to dry the ground so Thomas can move. Thomas asks who did that. Ryan points to Ralphie the Fire King. Thomas thanks Ralphie. Ryan is happy that Ralphie is with the team. Ralphie leaves and Thomas tells Armor good going and calls him "Your highness". Mario asks Armor if there's someone he know who has magic. Armor says he knows a certain pony magican. Matau asks Adagio who banished her and her sisters from Equestria. Adagio says that Star Swirl the bearded did. Matau informs Armor that Star Swirl the bearded is one he'll find. Armor gallops off to do so. Ryan tell the others to follow Armor. Thomas runs after him. Before Ryan can go after Armor he felt something in his chest. Thomas asks Ryan what's wrong. Ryan opens his chest panels to reveal Alvin, Simon and Theodore. Thomas asks them what are they doing here. Alvin tells Thomas that they're going to find Star Swirl. Thomas then asks Ryan if he feels better. Ryan said yes. They then follow Armor. Armor finds Star Swirl's Library. He knocks on the door nervously. Ryan hopes Star Swirl is home. The door opens and Star Swirl comes out. Ryan says hello to Star Swirl. Star Swirl says hello back and sees Armor. Armor tells Star Swirl that he had friends and the Dazzlings with him. Thomas asks Armor how he knows Star Swirl. Armor said yes. Ryan asks Armor if Star Swirl was his school's magic teacher. Armor said yes and calls him "Second leader of the Dazzlings". Ryan smiles. Thomas asks Star Swirl for directions back to Far Far Away. Star Swirl said he'll find some directions if he had the time. Thomas and Armor argue if Armor will get the chance to be captain. Matau brakes the arguing while Ryan and the Dazzlings use their pendants to absorb the negative energy. Star Swirl says that they should take the journey to their souls. Ryan agrees with Star Swirl and introduces three girls to him: Adagio Dazzle, Aria Blaze and Sonata Dusk. Star Swirl sees that The Dazzlings are now wearing blue gems. Crash informs Star Swirl that Ryan had reformed the Dazzlings. Star Swirl thanks them. Ryan tells Star Swirl how did he and the Dazzlings meet. Later, Star Swirl lights a fire. Ryan tells Adagio that this is going to be fun. Star Swirl calls it the Fire of Truth. Crash says this will be fun to see. Star Swirl throws dirt into the fire and it goes up in a pillar of smoking, telling them to tell him what they see. Adagio Dazzle says she sees Cloud Ponies. Sonata Dusk says she sees tacos. Matau says he sees Batman, Gandalf and Wyldstyle. Pinkie says she sees cupcakes. Cody says he sees Sci-Ryan fighting the Mezmerizers. The Chipmunks see themselves singing. Aria says she sees Ryan transforming into Dark Ryan F-Freeman. Thomas soon has his turn. He sees a baby carriage appear and he blows on it. He says that he sees a rainbow pony. Ryan then says he sees Alice being friends with Sonata. Finally, it's Armor's turn. Armor says it's lame. Ryan reminds Armor the Shrek the Third plotline. Armor tells him he's following that plotline. Ryan tells Armor what did he see. Armor sees a bird and his farther. Star Swirl tells Armor to keep going while Ryan is beating the drum. Armor then sees the farther bird fly away. Ryan beats the drum a bit faster. Armor then sees the baby bird trying to fly. Ryan beats the drum a bit more faster. Armor sees the baby bird about to fall and Ryan stops beating the drum. Star Swirls goes inside. Ryan pulls out a comic book called My Little Pony: FIENDship is Magic Issue #3. Armor tells that the baby bird is him. Ryan asks Armor who is the farther bird. Armor says the farther bird is his dad who left him. Ryan sense that someone is fallen under someone's spell. Pinkie nudges Thomas and tells him to talk to Armor. Adagio asks Ryan what's wrong. Ryan doesn't respond. Matau slaps Ryan and asks him what's the matter. Ryan says that he senses that someone is under someone's spell. Sonata and Alice asks who. Ryan says he doesn't know. Meanwhile, Evil Ryan looks from a tree. Evil Anna asks him what's happening. Evil Ryan informs Evil Anna that Armor is with Thomas and his friends. Matau tells Ryan that Fixit is ok. Evil Anna wonders why. Bertram orders Fixit to go to Ryan. Fixit obeys. Ryan notice Fixit and asks him if his friends are ok. Fixit says that they're fine, for now. Matau notices a green glow in Fixit's eyes. Ryan asks Fixit if he is okay. Fixit nods. Fixit tells Ryan to come with him. Matau tells Ryan that Fixit is under someone's spell. They follow him. Ryan asks Matau how can Fixit be under someone's spell. Evil Ryan comes out. Ryan asks Evil Ryan what did he done to Fixit. Evil Ryan says he, Evil Anna and Bertram put Fixit under their spell. Ryan gasps and his pendant starts to glow. Fixit asks his next command. Matau tells Ryan and the Dazzlings to sing to Fixit. But Evil Ryan tells Fixit to attack. Matau holds Fixit and tells Ryan and the Dazzlings to sing. They do. Fixit starts to break free. But Evil Ryan, Evil Anna and Bertram start vocalizing. Ryan and the Dazzlings starts vocalizing. Soon, it becomes an all-out vocalizing duel. Contralto and Cupcake came to help Ryan and the Dazzlings. Thomas meanwhile sit next to Crash who is reading Ryan's comic. He chats with Armor Shine. Crash tells Star Swirl how he and the Dazzlings fight in a music war. Thomas tells Armor about Shrek. Armor tells Thomas that he needs to do a little less yelling and use a little more soap. Thomas agrees and asks Armor where's Ryan. Armor tells him that Ryan is dealing with something else. Crash hears singing and wonders what it could be. They head to where the singing is coming from. Crash and Mario goes to see what's happening. Meanwhile, Ryan, Cupcake, Contralto and the Dazzlings got the upper hand against the Cyberlings. Fixit wakes up. Ryan asks Fixit if he's ok. Fixit tells him he's fine. Adagio tells Fixit that he was under the Cyberlings' spell. Fixit thanks them for freeing him. Ryan tells him to come with them. Matau tells Fixit there's someone he like to meet. When they arrive back, Thomas greets them. Ryan asks Fixit who hypnotized him. Fixit tells him about what happened. Star Swirl said that someone sang to Fixit. Fixit warns them of what happened earlier. Alice asks Fixit what's happening. Fixit tells her the villains took over. Mario asks Fixit what kingdom did the villains took over. Fixit says Far-Far Away. Ryan and his friends gasp. Fixit asks Ryan who is that pony wizard with Ryan. Ryan introduces Star Swirl to Fixit. Fixit says it's nice to meet Star Swirl. Thomas says that they rest down for the night. Matau agrees and notice that Ryan has got eyes like Dark Ryan F-Freeman.
In the castle sewers
In the castle sewers, Twilight and the girls walk along. Strongarm says that this just isn't working for her. Sci-Ryan reminds Strongarm the Shrek 3 plotline. Strongarm says that she is following it. Arcee tells Strongarm that everything's always about and it's not like her attitude is helping. Strongarm tells Arcee that maybe it just bothers her that Bumblebee had her as his lieutenant. Sci-Twi asks Mal if Ryan is ok. Mal says he's fine. Windblade says Strongarm means during the rigged RID 2015 show. Sci-Ryan tells Sci-Twi that the villains won't get them and sing "It's Our House Now". Aria Blaze says that the plan is that they wonder aimlessly in the sewers until they rot. Sci-Ryan tells Aria that he hopes Adagio and Sonata are ok with Ryan. Twilight tells them that the plan actually is that they are going to get inside and find out what Flash is up to. Batman tells Wyldstyle to check her relic scanner to find a way out. Wlydstyle admits that Flash makes her hotter than July. Emmet says that he's hotter than July too. Twilight points to a ladder near by. They climb up it and arrive in the castle. Sci-Ryan hopes that they are safe. Twilight says they are and tells them to follow her. Emmet Says that he hopes Twilight is right. Twilight peaks round the corner and sees a stage being prepared. Sci-Ryan says that they doing a play. Suddenly, a guard passes and Twilight quickly hides. Mal tells them to follow him. Sci-Ryan tells Sci-Twi that he hopes that what Mal is doing. They follow Mal into the castle. There, they find him standing with the villains. Sci-Ryan activates his rocket boots and flies off with Aria. Guards surround the girls. Megatron aims his gun at Sci-Ryan and Aria but Evil Ryan tells him to let them go. Mal reveals that he was just laying low and waiting for the right moment to betray the heroes. Emmet asks Mal what is he going to do to Ryan. Mal says that he going to finished what he started all those years back. Sci-Twi asks Mal what he started. Mal shows him. Sci-Twi saw herself and Ryan transforming in a video. Aria says "Well. That explains it.". Sci-Ryan tells Aria that they need to find Ryan and the others. Twilight tells Flash that Thomas will be back soon and that he'll be sorry. Evil Ryan says they should sing "It's Our House Now!". They do and by the end of the song Flash tells Twilight that once Thomas sets foot in Far Far Away he is doomed. Kylo Ren also tells Twilight that Mal will get Ryan's body so he can control his body as Dark Ryan F-Freeman. A guard locks Twilight and the others in a room in the dungeon. Mal says to a guard not to lock Sci-Twi because she can be useful. Meanwhile, Thomas wakes up gasping. Matau asks Thomas what's the matter. Thomas says he's fine. Ryan asks where's Aria and why his eyes are different. In the shadows, a bird lands on the branch of a tree. The bird gets flicked away. Thomas turns and a leaf lands on his shoulder. Thomas asks Ryan why his eyes are different. Ryan says he doesn't know and hears creaking. Ryan's eyes change to normal and saw Sci-Ryan and Aria landing on the ground. Adagio and Sonata hug Aria. Sci-Ryan is glad that he and Aria escaped. But suddenly, trees start to move. Ryan tells Sci-Ryan to get his amulet ready to transform. Suddenly, the Cyberlings come out of nowhere. Matau orders Sci-Ryan to unleash the magic and transform. But Evil Ryan interrupts, telling his friends to kill them all except for Thomas. Sci-Ryan uses his amulet and transform into Daydream Ryan and tells Ryan to keep Thomas safe. Cody puts Twilight's crown on his head. Cody transforms into a she-demon and asks Evil Ryan who is he after. Evil Ryan says they only want Thomas, cause Flash has something special in mind for him. Ryan asks Evil Ryan what will happen to him and Mal. Evil Ryan says that Mal will rule Equestria and possess Ryan's body. Bertram also adds the name for Ryan's form Dark Ryan F-Freeman. Evil Anna gives the order to attack. Daydream Ryan tells the others to fight and protect Thomas. Insecticons bullet in from the sky. Cody then shouts "Take cover!!". But Thomas fights them off. Ryan summons his Keyblade and say Mal won't get his body because he made a promise. Evil Ryan tells him to shut up. Ryan agrees and tells Evil Ryan to bring out his weapons. They start fighting. Matau asks Bertram why Mal wants Ryan's body. Bertram tells him that Mal wants to rule Equestria. SMG4 asks Evil Anna where is Sci-Twi. Evil Anna says that she's safe, for now. Robin Hood asks what did Evil Anna mean for now. Evil Anna tells him that they'll find out soon enough. Matau tells Bertarm that he won't put Alice under his spell. The villains are eventually overpowered. Ryan orders the Dazzlings to sing. They do. Ryan sings along with the Dazzlings to Evil Ryan's annoyance. They run off. But before Evil Ryan gets away, Thomas asks him what has Flash done with Twilight. Ryan asks Evil Ryan where's Sci-Twi. Evil Ryan says they are fine and that they're going to get what's coming to them. Bertram adds that Sci-Twi will soon be Midnight Sparkle. Evil Anna adds and there's nothing they can do to stop him. They then run off. Matau goes to Star Swirl and asks if he can do magic. But Star Swirl tells him to forget it. Ryan asks Star Swirl if he can do magic to get him and his friends to Far-Far Away. Star Swirl says that he'll try. Alice holds onto Sonata's hand while Cody holds onto Sunset's hand. Star Swirl performs a spell and it works. Star Swirl hopes that the spell won't happen in the Shrek 3 plotline. Later, the gang lands with a thud. Ryan asks Cody if he's ok. Cody says yes but he talks like Sunset. Ryan notice something is wrong and ask Cody if he got Twilight's crown. Cody nods and holds it up. Crash asks Cody where's Sunset. Cody says that he's Sunset. Ryan shows Sunset a mirror. Sunset gasps when she sees herself in Cody's body. Robin Hood wonders if Sunset is in Cody's body who is in Sunset's body. Cody, in Sunset's body, falls out of the trees. Ryan asks Sunset if she's ok. Sunset says she's fine but she talks like Cody. Ryan asks Sunset where are Alice and Sonata. Alice and Sonata land next to them but they speak like each other and scream when they look in the mirror. Alice asks Ryan why is her hand blue. Ryan says its because she's in Sonata's body. Crash tells Alice that the Dazzlings are known to sing from time to time. Sonata says that she loves her new clothes. Ryan reminds Sonata to say her line. She does. Cody wonders how Twilight's crown would work in Sunset's body. He puts it on but nothing happens. Ryan position it right and Cody turns into a she-demon. Cody then takes off the crown and turns back. Sunset shows Cody a mirror. Cody screams when he sees that he is in Sunset's body. Cody asks Ryan who's body is Sonata in and what does the rest of him look like. Ryan says Sonata is in Alice's body and that the rest of him looks like Sunset. Cody looks at Alice, in Sonata's body and reaches for her pendant. Alice smiles. Cody struggles to move in Sunset's body. Sunset struggles to move in Cody's body. Sci-Ryan tells Cody that he got a nice hair-do. Thomas and Armor Shine start laughing. Cody asks Thomas and Armor what's so funny and why is Alice wearing a pendant. Ryan tells Cody that he's in Sunset's body and Alice is in Sonata's body. Grimlock arrives from the tree. Thomas hugs Grimlock. Ryan hopes that Matau won't hold hands with Adagio earlier. But it turns out that he did and now they've swapped bodies too. Ryan asks Adagio if she got her pendant. She says yes but she talks like Matau. Cody asks Adagio where's Matau. Matau, in Adagio's body, waves. Ryan asks Matau if he is ok. Matau says he's fine but he talks like Adagio. Captain Hook and Snowdrop arrive from the bush. Ryan hugs Snowdrop and asks her what's happened. Snowdrop tells Ryan that she and Hook manage to escape along with Sci-Ryan and Aria. Ryan asks her where Twilight is. Hook tells Ryan that Twilight's in the dungeon and asks Matau where's Adagio. Matau points to Adagio who is now in his body. Ryan shows Matau a mirror. Matau and Adagio scream when they see that they are in each other's body. Matau notices he got a pendant and saying he's a siren. Adagio screams and she is unhappy that she's a monkey. Matau tells Adagio to look at his body's chest. She does. And she screams. Cody tells Adagio to calm down. Adagio says that she feels all exposed and nasty. But Matau tells Adagio that she's wearing his clothes. Thomas and Armor laughs. Matau tells Aria and Alice that they should sing a song. They do. Sonata and Sunset are fallen under their spell. They manage to shake it off later though. Alice is happy but notice that she's wearing a pendant and saying that she's a siren. Ryan says everything will be alright. Matau posing some poses while blowing Adagio a kiss. Thomas says that Armor got them back. Sci-Ryan tells Matau that he looks beautiful in Adagio's body. As the gang heads to Far Far Away, the sirens and humans have trouble moving in their new bodies. Matau has no problem moving in his new body. Sonata asks how she is supposed to parade around in high-heeled shoes. Alice informs Sonata that it's her shoes she's wearing. Soon enough, the gang arrives in Far Far Away. Matau asks Ryan why is he got Adagio's hair. Ryan tells him its because of the spell. Cody notices that Sunset's muzzle is small. When they enter, they saw that Far-Far Away is in chaos. Thomas sees Sideswipe dancing. Ryan asks Sideswipe what happened. Sideswipe tells them that Flash and the villains took over everything but Twilight and her friends and Thomas' friends got away. Sci-Ryan asks who got away. Sideswipe says Thomas' friends and Twilight and her friends. Matau asks who is behind this. Sideswipe says Flash. Adagio asks what's Flash is planning. Sideswipe points to a poster nearby. Sci-Ryan reads the poster. Thomas gasps. Matau say he didn't notice that Thomas is in a play and asks if someone else have swapped bodies. But soldiers soon show up. Matau says that he and Snowdrop handle it. Snowdrop makes big puppy dog eyes. Matau sings a song. The soldiers don't fall for it though. Matau summons his Keyblade and gets ready to fight. Until Armor stops the soldiers. Matau tells Armor that they don't want to attract the wrong kind of attention. Armor tells him that he's doing what Arthur does. Ryan asks if someone else swapped bodies earlier. Thomas shakes his head. Matau walks up to Ryan then the blue gem of Adagio's pendant starts to glow as did the green tint in his new body's eyes. Thomas asks what's happening. Matau says he since Twilight's magic coming from the castle and he thinks it's some magic Adagio has. Thomas suggests that they head there. Mickey Mouse and Oswald the Lucky Rabbit runs to Ryan. Ryan asks them what's happening. Oswald tells Ryan it's about Mal and he betrayed Sci-Ryan and the others. Ryan gasps. Mickey asks Ryan where's Matau. Ryan points. Mickey gasps and says Matau has been turned into a siren. And Adagio waves. Mickey asks Adagio why is she a monkey. Ryan then adds "with a repulser in his chest as a life support system". She explains about what happened. Sunset worries about Timothy from Thomas' Human Adventure. They head to the castle. Matau tells Cody that he got a Cutie Mark. He nods. Meanwhile, N. Gin and Gremlin Prescott dances while Flash practice his role. Flash doesn't smote is a word. Squidward tells Flash it's smite. Flash says right and tries again. While Flash practices he hits Tirek on the head. Flash exclaims that the script doesn't feel real enough yet. Evil Ryan orders Ariachind, N. Gin and Gremlin Prescott to keep dancing. When Flash sees the unconscious Tirek, he tells him to get up. Evil Ryan uses his magic to recover Tirek. Flash goes into his dressing room. Evil Ryan asks General Grievous if Flash is getting his happily ever after. He nods. Bertram looks to see Adagio Dazzle and brings her to Evil Ryan. But she tells him that she is Matau. Bertram tells Adagio that he'll make her Flash's bride. Matau screeches for help. Bertram asks Adagio why did he talk like Matau. Matau explains because it is him. Bertram doesn't believe what Adagio said and tells her she'll be fine. Meanwhile, with Flash, happy because he's finally getting his happily ever after. Bertram arrives and tells Flash his bride is here. Bertram brings in Adagio for Flash. Suddenly, Thomas shows up. Cody says that's Matau, Flash is in love with. Flash says it was his mistake. Evil Ryan coughs and says "How confusing that Bertram picked the wrong girl for Flash". Sonata waves. Bertram asks Adagio if she's Matau. Adagio nods. Ryan hopes that Aria haven't hold Sci-Ryan's hand earlier. Aria says she hasn't. Sci-Ryan asks Flash where's Mal. Mal then comes in. Ryan asks Mal why is he with Flash. Mal says what he said to Aria earlier. Ryan asks Mal where's Sci-Twi. Mal says that she is fine, for now. Cody asks what does Mal mean for now. Mal whispers. Cody asks Mal why is he in Sunset's body. Mal shows him a video of it happening to Puss and Donkey. Evil Ryan says to Cody that in Sunset's body, he's got a reputation at Canterlot High. Cody figures out what Evil Ryan is trying to do. Sunset informs Cody that Evil Ryan is trying to talk like what Adagio said in the Rainbow Rocks movie. Cody says he knows. Bertram tells Cody that Ryan will be perfect for Mal when he gets in his body and transform into Dark Ryan F-Freeman. Thomas asks Flash about Twilight. Evil Anna tells Thomas that Twilight is safe, for now. Guards come in. Ryan tells Flash that there's someone he like to meet. Flash muses around Armor. Sci-Ryan asks Flash what's going to happen to Ryan and Sci-Twi. Mal tells them the plan. Bertram say to Cody that Sunset is a members of the Rainbooms. Mal smiles. He then takes advantage of Armor's inexperience of being captain. Mal tells Ryan that he'll be fine as Dark Ryan F-Freeman. But Thomas soon reveals the truth. Matau asks where's Sci-Twi. Mal says she's in the lab. Evil Ryan tells Ryan that everything will be ok when the change of Dark Ryan F-Freeman becomes permanent. Thomas says he won't let that happen. Evil Ryan shows Ryan Sci-Twi's Amulet and Shadowarrior gasps. At that moment, Mike arrives. Evil Anna tells Shadowarrior that his brother Ryan will be fine as Dark Ryan. Thomas tells the truth and finally gives in. The Cyberlings then sing "Just Gold". Flash then tells Thomas he really does have a way with children. Evil Anna then tells Thomas "Too bad. So sad". Thomas is then lead away to be locked up. Evil Anna uses Sci-Twi's amulet and Mal gets sucked into it. Armor leaves. Evil Ryan orders Airachnid to throw Ryan's friends Matau and Adagio to the dungeon. She does so. Bertram informs Ryan that Master Xehanort is his master. Meanwhile, Twilight and the others notices Matau and Adagio is thrown into the dungeon. Twilight talks to them. Matau tells Twilight that he's in Adagio's body. Twilight asks them about Thomas. A mysterious voice tells Twilight that Thomas is going to be killed in a play. Twilight asks who said that. Knock Out comes out. Matau hugs Knock Out and asks how is he immune to the Cyberlings' spell. Knock Out says that magic doesn't work on Transformers. Matau asks Knock Out what's going to happen to Ryan. Knock Out whispers. Adagio says that Matau must get out and warn Ryan. But Matau can't. Matau then has an idea and tells Adagio to open the door from the outside. Adagio struggles to use her new body. But she uses Matau's lock-pick to open the door. The others come out. Matau hugs Adagio saying she did very good. Adagio says thanks. Knock Out asks Matau why is he in Adagio's body. Matau explains what happened. Adagio also informs the same thing happend to Cody and Sunset. That night, Evil Ryan wonders if Ryan is never been freed from Mal's control. The play gets underway. A voice called Evil Ryan's name. Evil Ryan asks who's there. Matau says it's Adagio in his body. Evil Ryan smiles. Adagio informs Evil Ryan that Mal is about to posses Ryan's body. Meanwhile, Cody, Sunset and Aria finds and frees Timothy and his friends but Timothy thinks Cody is Sunset. But Sunset calls to him. Timothy stops. Cody tells Timothy that Ryan is about to be possessed by Mal. Sunset says they need to free the others. Cody puts Twilight's crown on his new body's head and transforms into a she-demon. They hurry to free the others. They firstly free Bumblebee. Cody frees Predaking and Grimlock. Sunset frees the Mini-Cons. Evil Ryan and Adagio frees Sideswipe. The gang frees Strongarm. Aria frees Percy's kids. Pinkie is jumped on by them. Sonata frees Drift. SMG4 and Alice frees Jetstorm. Arcee, Ratchet and Bulkhead free Slipstream. Matau, Aria and Alice sings to the Daleks and put them under their spell. They then free the Human Mane 5. Matau frees Alvin and Emmet. Oswald frees the Mad Doctor and Gremlin Gus. Sunset frees Simon and Theodore. The rest of the gang is then freed. Matau asks if Sci-Ryan's holding hands with Aria earlier. Aria reminds him that she hasn't. Matau is relieved. Later, all the freed characters meet outside the castle. Sonata tells them that the coast is clear and they run into Deathstrike, who demands where in Far Far Away is Flash. Sonata tells him that he is in the castle getting ready for his play.
- This film takes place after Thomas' Shrekly Adventure 2.
- Snowdrop, Princess Skyla, Alice, the Mad Doctor, Gremlin Gus, Oswald the Lucky Rabbit, Mickey Mouse, Bugs Bunny, Daffy Duck, Alice(Hanna Barbra), the Dazzlings, Sunset Shimmer, Crash Bandicoot, Ryan F-Freeman, Perry the Platypus/Agent P, Captain Hook, Jessica Fairbrother, Matau T. Monkey, Cupcake Slash, Swaysway, Buhdeuce, Sci-Twi, Spike the Dog, Contralto and Princess Anna will help Thomas, Ryan, Crash and their friends in this film.
- Mal will betray Thomas, Twilight, Ryan and their friends in this film.
- Megatron, Evil Ryan, Bertram and Evil Anna will betray Flash Sentry in this film.
- Robert Callaghan, Sailor John, Mr. Ross, Bowser, Dalek Emperor, Discord (Dranconsequus), Queen Chrysalis, Princess Chaos, Discsalis, Evil Elsa, Father, Dingodile, Gremlin Prescott, Dr Neo Cortex, Nina Cortex, Kaos, Kaos' Mom, Captain Hook(Shrek), Megatron, Princess Dark Matter, Princess Twivine Sparkle, Doctor N. Gin, Uka Uka, Prince John, Sir Hiss, Ultron, Evil Ryan, Bertram T. Monkey, Evil Anna, Jafar, Mother Gothal, Principal Cinch, The Snow Queen(The Seventh Dwarf) and Kylo Ren will work for Flash Sentry in this film.
- Ralphie the Fire King, Robin Hood, SMG4, Timothy (Non-Ghost Engine version), Mario and Alice will be good guest stars in this film.
- will be bad guest stars in this film.
- The excitement continues in Thomas' Shrekly Adventure 4.
- Philip will have his coaches.
- Mal will posses Ryan's body and transform into Dark Ryan F-Freeman in this film.
- Deathstrike returns once more, this time to not only kill Thomas, but Flash Sentry as well.
- Red Smoke and Deathstroke return once more, this time with help in the form of Nighlock
- Music in Our Hearts
- Live and Let Die
- Battle of the Bands
- Friendship Burns Bright
- It's Our House Now
- Under Our Spell
- Friendship That Keeps Us Strong
- Just Gold
- Welcome to the Show
- Friendship Keeps Us Strong
- This Day Aria
- Unleash the Magic
- Prologue: Flash Sentry's performance
- The next morning(scene)
- At the Poison Apple
- At the Docks
- The villains take over
- Deathstrike tortures and gains information from Azula/Deathstrike takes Azula's eye and burns the side of her face
- On the ship
- In the castle sewers
- At the Play/Freeing Thomas
- /Dark Ryan F-Freeman's return