G5 Adventures in Captain Underpants: The First Epic Movie

The final battle our ponies had been hoping to avoid was finally here.

After learning that Professor Poopypants was planning to wipe out laughter with the help of Melvin, Allura's brother Alterro, Evander and Jaliya (the latter leopards being mind controlled by Alterro), the Mane 6 donned their Unity Squad superpowers and were ready to go, even having a plan in place where every member of their group had a role.

Needless to say... this all had to work out perfectly, otherwise not only could this world be in iminant danger...

...but all worlds could be in danger, if the villains' plan were to succeed.

XXXXXXXX

“We’ve checked around all the windows, master,” Jaliya said in her mind-controlled voice. “There’s no sign of the ponies inside.”

“And I have checked the outside,” Evander added in the same tone. “There’s no sign of them.”

“AGH!!” Alterro growled furiously. “Well, just keep looking! At least Professor Poopypants is taking more drastic measures!”

“Are you in there? Oh... maybe you're hiding here!” Professor Poopypants just as the robot opened the school roof but instead found Ms. Anthrope still on the phone. “Oh, sorry. Are you stuck on hold?”

Ms. Anthrope nodded to this. “Mmm-mmm.”

“Oh, totally hate when that happens. Well, good luck with that,” Professor Poopypants said before the robot closed the school roof again. “Now, where are those annoying little...”

“Stand down, Alterro and Poopypants!” Sunny shouted as she, her friends and Captain Underpants appeared at the windows. “Or face the wraith of Captain Underpants and the Unity Squad!”

“Oh, finally,” Alterro rolled his eyes before pausing. “But... who is this stranger with them?”

While the villains seemed to be distracted, the leopard siblings, George and Harold ran outside, with Kendra whimpering nervously about all the reasons this could go wrong. “I hope this works...”

“I've been waiting a long time for this, Sunny Starscout,” Alterro said with a determined look from his perch on the Turbo Toilet. “You turned my sister against the ways of Leopardia, the ways my father has installed in the two of us ever since we were cubs!”

“Alterro, you have to listen to us!” Misty exclaimed. “You and Allura have been manipulated for as long as you can remember, and you have to realize that the same way she has! Don't you remember the stories of kindness and unity your mother, Queen Felicia, used to tell you? She would be so--”

“YOU DO NOT SPEAK HER NAME IN FRONT OF ME!!!” Alterro roared. “She was a weak link in our kingdom, and her legacy is meant to be forgotten... and my legacy will be born the second you ponies are destroyed.”

Zipp spread her wings challengingly to this. “Well, if you really wanna destroy us, you'll have to catch us first!”

“Keep Poopypants at bay for as long as you can, Captain Underpants!” Hitch shouted. “We'll be back soon!”

Alterro roared furiously as the Mane 6 made a break for it, trying to lead him away from the school. “Evander, Jaliya! After them! Don't let them out of your sight!”

Evander and Jaliya quickly flew after him, determined to catch the ponies in their final hours. However, as soon as the ponies left, Captain Underpants prepared to leap from the window and attack. “Tra-la-laaa!!!”

However, as the superhero leapt from the window, his cape got stuck in the closed window, leaving him dangling and causing Kendra and her siblings to groan out of discomfort. “Ooh...”

“Keep standing down. I’m just gonna be a second,” Captain Underpants said as his cape began to rip, and the second part of it tore off, he fell to the ground, surrounded by glum zombies. “Ow!”

Professor Poopypants let out a smirk as he allowed a chair to pull him back inside the Turbo Toilet's main control room. “I bet he thought that was going to be cooler.”

“Oh, boy...” George said with a sigh. “Here goes nothing.”

And so, as George, Harold and Kendra ran one way, Kendra’s siblings ran around the back way in order to get home and warn their mother of their father and Jaliya’s involvement, as well as Alterro's.

And the second they left, Captain Underpants got on his feet again. “Ha-ha! Prepare to be vanquished... and justice to be served on a piping hot platter of freedom! With a side order of liberty... and a super-sized cup filled with freedom also!”

However, from inside the robot, Professor Poopypants used his computer to scan Captain Underpants’ brain which showed he has no strength, no agility, and no intelligence, causing him to smirk. “Impressive use of fast-food analogies, you giant baby with a cape on! Let's do this!”

Upon activating a switch, the robot went into battle mode and roared at Captain Underpants, sending him into the nearby school wall, sending the battle into full-gear from that point on.

XXXXXXXX

Avarsi was just finishing packing Evander’s stuff in case he were to come by when all of a sudden, the front door FLEW open, and a chorus of voices filled the air.

“Mom?!”

“Mom, are you here?!”

“Where are you?!”

“This is an emergency!!”

“This is a do or die situation!!”

Avarsi followed the voices to the main hallway, where her two elders daughters and her son were waiting for her, their eyes wide in fear, making Avarsi concerned immediately. “Kids, what are you doing home so early? And where's Kendra? Is everything okay? Is it Krupp again?”

“To be honest, it's WORSE than Krupp!” Treena said desperately. “It’s Professor Poopypants and Alterro! They've teamed up!”

Avarsi's eyes went wide to this. “W-Wait, what?! Alterro's back?!”

“Yeah!” Heath nodded desperately. “And somehow he brought Dad and Jaliya into their plan to get rid of laughter and they're attacking the school!”

“Okay, okay... you kids need to tell me everything from the beginning,” Avarsi said as she sat in front of her kids, trying her best to remain calm. “That way, I know exactly how I can help.”

“Okay... but you better brace yourself, Mom,” Claudia said rather warily. “This is a lot for even us to process.”

XXXXXXXX

Sunny groaned and grunted as she did her best to dodge some of Alterro's fire blasts. “Keep running, you guys!” she called out. “We have to get them as far away from the school as we can lure them!”

“We’re trying, Sunny!” Pipp exclaimed before letting forth her sonic shriek, only for Jaliya’s force shield magic to send it in another direction. “But they're not making this all that easy!”

“Of course we're not!” Alterro shouted dismissively. “If we didn't put up much of a fight, your demise wouldn't be worth it!”

“But that doesn't mean we should stop trying to keep you from hurting our friends!” Zipp said, firing a bolt of lightning at Evander, only for him to dodge and nearly tackle her, causing Izzy to use a magic blast to get him away before the chase resumed.

And while all this was happening, the Mane 6 couldn't help but wonder... how were Kendra, George and Harold doing in their own plans to get Melvin unplugged from Poopypants' scheme?

XXXXXXXX

“Come on, Kendra, fly faster!!” Harold said as he and George rode on the winged leopards back. “We don’t have all day, you know!”

Kendra panted tiredly as she aimed for the top of the Turbo Toilet with both George and Harodl on her back. “Speak for yourself, Harold! You're not the one with wings and having to fly to the top of a really tall toilet robot to stop a scientific maniac!!”

George winced as she said that. “Okay, you have a good point there.”

Finally, Kendra’s wings finally gave out as she reached the very edge of the Turbo Toilet, grabbing onto the edge and letting George and Harols off before they pulled her back up... all while the Turbo Toilet was playing a round of paddleball, with Captain Underpants as the ball in question.

And once all three of them were up on solid ground, Kendra and the boys got closer to Melvin, who appeared to be meditating. “Hey, Melvin!” George whispered. “Take that thing off your head. We gotta stop Poopypants!”

However, Melvin let out a gasp. “Professor Poopypants! Kendra, George and Harold are trying to stop you!!”

Kendra growled, her wings flaring in annoyance to Melvin's constant tattling. “You are just so annoying!”

Suddenly, Professor Poopypants emerged from inside the robot, which was holding Captain Underpants by the cape, and Professor Poopypants smirked down at the trio. “So, you three little numbskulls thought you could distract me and my allies with those little ponies and this idiotic, naked man. Am I right?”

“Not naked!” Captain Underpants retorted, but Professor Poopypants ignored him and turned back to the trio with a smirk on his face. “Any final words before this whole revenge thing goes down?”

Kendra, George and Harold looked at each other and then, deciding that they needed more time for this plan to work, realized that one way they could let this all end peacefully is to do what Sunny and her friends did to Allura...

...try and reform him.

Finally, George took the opportunity to speak up. “Yeah, wait, wait. Listen. We apologize for making fun of your name. I mean, that was just wrong.”

Kendra nodded regretfully to this. “Yeah... we're sorry.”

“The truth is, Professor P,” said Harold, “you have probably, like, the greatest name we've ever heard. I mean, George, imagine if we had names like that.”

George nodded enthusiastically to this. “Oh, that would be so cool! Okay, wait, let's do it. Let's try it. Oh, I would be Fluffy Toiletnose.”

“Yeah! I would be Sir Cheeseball Wafflefanny,” Harold said, causing the trio to laugh, but Professor Poopypants just glared over at them. “Yeah, sure. You're a knight.”

“This is so good!! Okay, I wanna do one now!” Kendra said with a little hop to her step. “I'd be Buttcheeks von Stinkelsberg.”

The trio laughed at this while Melvin groaned... but fortunately, Captain Underpants laughed a little, so at least that was something. “Stinkelsburg...”

“Yeah, those are all really silly names,” Professor Poopypants said in annoyance, standing up in his chair, “but there's nothing funny about... Professor Pee-Pee Diarrheastein Poopypants Esquire!”

All laughter immediately ceased at this, and after a moment of silence, Harold decided to ask a question about what they had just learned. “Sir, are you saying your full name is... Pee-Pee Diarrheastein Poopypants Esquire?”

The professor nodded at this. “Uh-huh.”

And then, can you guess what our heroes chose to do next?

They laughed, harder than they had in quite some time, angering Poopypants further. “Stop it! Stop laughing!”

“Come on,” George said after regaining his composure. “Listen, your problem isn't that people laugh at you. Your problem is that you can't laugh at yourself.”

“Oh, really, Oprah?!” Professor Poopypants shot back, frightening the trio. “Is that my problem? Well, your problem is this...”

With the push of a button on his chair, Professor Poopypants was able to make the Turbo Toilet's mouth open, and when Captain Underpants saw that the mouth was filled with some sort of glowing green waste, he slightly panicked, unsure of what to do in that moment.

Then, to Kendra and the boys' horror, the robot dropped the superhero into the mouth before the mouth sealed shut. “NOOOO!!!!”

And while they were distracted by the superhero's fate, Professor Poopypants used the Turbo Toilet to grab the trio in its hands and bring it in front of them, with the trio struggling to break free as Professor Poopypants continued to try and mock them. “Oh, I hope you enjoyed your years of laughter and merriment... because they're about to come to an end.”

As Kendra and the boys struggled to try and break free of their binds, the beam being controlled by Melvin shot down at them, bathing them in a golden yellow light and causing them to groan and scream in discomfort, only with Professor Poopypants smirking at their displeasure. “Do you find anything funny about me now?”

“You mean... other than your name?” George asked, causing the trio to laugh again, and causing Professor Poopypants to become that much angrier. “Yes! Other than that!”

Deciding he needed to up the stakes, the professor began to increase the beam's power, causing Kendra to scream. That was when Harold suddenly thought of another funny thing that he hadn't really thought of before. “And your hair?”

“What?!” Professor Poopypants shouted. “My hair's cool, I thought!”

“Are you kidding me? That's almost as funny as my hair back in kindygarten!” George laughed. “Remember that afro?”

“Oh, yeah!” Kendra giggled. “It looked like a disco ball made of hair!!”

“No! No, this can't be happening! Computer, activate brain scan!” Professor Poopypants cried as he scanned the trio's brains and began to inspect them a bit closer. “Let's see. The frontal lobes look big and healthy. The Hahaguffawchuckleamalus looks all shrimpy, so, what gives?”

That was when the professor turned the brain scans to the side, and what he discovered caused him to yelp in terror and hide behind his chair. “It can't be! Their Hahaguffawchuckleamaluses, they're enormous! I need more power!”

So, the professor turned the beam up so high, it began to take on a dark red hue, and the professor could see Kendra, George and Harold really struggling to maintain control. “Anything strike you as funny now?”

George strained a bit at this. “I'm sure we can think of something!”

But unfortunately, Harold felt his sense of humor slowly beginning to slip. “George, I can't smile anymore...”

“No!!” Kendra shrieked. “Harold!!”

But despite her and George’s best efforts to reach out to them, Harold became a depressed zombie just like the rest of the school, causing Professor Poopypants to increase the power that much further. “One down and two to go!”

Kendra and George struggled to fight against the beam’s power, and before they knew it, they were slowly falling unconscious to become depressed zombies themselves.

It would take a miracle to save them now.

XXXXXXXX

“And then,” Treena began to wrap up the story to Avarsi, “Sunny sent us home to get you for help while they went off to fight Alterro and Kendra and the boys took on--”

Suddenly, Avarsi deeply gasped, putting a paw to her heart as if getting a sudden shock of something. “Mom?” Heath looked concerned for his mother’s sake. “Are you okay?”

“I… just felt something,” Avarsi said breathlessly before she began to realize something. “Kendra… Kendra and her friends! They must be in trouble! Come on, we have to get to the school!”

“We’re right behind you, Mom!” Claudia said before the siblings followed their mother out of the house.

XXXXXXXX

At the same time as the Unity Squad was trying to stop Alterro and his minions, Sunny felt the same wave go through her system as well, causing her to gasp. “Guys! I think Kendra and the others are in trouble!”

“We can’t go and help them now, Sunny!” Zipp said as she planted a kick right to Alterro’s face. “We kinda have our own situation to deal with!”

“But…” Izzy looked desperate as she tried to avoid Jaliya’s claws. “We can’t leave our friends high and dry!”

“We’ll circle back toward the school and hopefully lose them in that area!” Hitch said, kicking Evander backwards before tying him up with some earth pony vines. “That’ll give us time to get back to them before it’s too late!”

“Come on!” Misty shouted before leading her friends in that direction.

“After them, you idiots!” Alterro said, burning the vines around Alterro. “We can’t let them get back to their friends now!”

“As you command, master,” Jaliya and Evander said mindlessly as they ran off after the Mane 6, with Alterro flying overhead to try and cut them off before they got to the school.

XXXXXXXX

Now you may be wondering, did George, Kendra and Harold become depressed zombies too?

Well... almost.

You see, their bodies were slowly succumbing to the effects of the beam, but it was by sheer luck that their brains were still active. And thanks to Kendra's magic, they were able to speak to each other through their brains. “George? Harold?” Kendra’s brain echoed. “Are you guys okay?”

“Uh… uh, yeah. I’m good,” George’s brain answered before he tried to reach out to Harold’s brain, which was heavily sleeping. “Harold. Harold, can you hear me?”

“HAROLD!!” Kendra’s brain yowled, causing Harold’s brain to wake up and realize what was going on. “Kendra? George, is that you?”

“We’re right here, buddy,” George’s brain said reassuringly before the Hahaguffawchuckleamaluses began to steadily shrink, much to Harold’s brain’s horror. “What’s happening?!”

“We’re shrinking!” Kendra’s brain said in panic. “Now, if we don't laugh at something soon, we may never laugh again!”

“Oh, no!” Harold’s brain began to panic entirely. “What do we do? What do we do? What do we do?!”

“Well, we have to think of something funny!” George’s brain answered, and Harold’s brain began to calm down a bit. “Okay, yeah, sure. Something funny.”

Unfortunately, try as they might, the trio just couldn’t think of something funny, and their Hahaguffawchuckleamaluses began to shrink even further. “Okay, okay. What did we use to find funny?” Harold’s brain asked, leading Kendra’s brain to think. “Mostly potty humor. Poop, vomit, that kind of thing.”

“Really?” Harold’s brain scoffed as it began to shrink further. “Ugh. That is, like, the lowest form of comedy.”

“Don’t you say that, Harold!” George’s brain pleaded. “Don’t you leave us!”

XXXXXXXX

Outside of Kendra and the boys' heads, Professor Poopypants believed that all his troubles in that instant were over, and began to brag about his upcoming plans to get rid of laughter within the known universe. “Attention everyone! Poopypants here with a little update on the Poopageddon. Due to the success of my plan thus far... I've decided to wipe out laughter on the entire planet. After that, you know, I'll probably move on to other planets... Jupiter, Mars... can't forget Uranus!”

XXXXXXXX

Back inside the trio's heads, something about what the professor had just said made Kendra's brain start to think a little harder. “Wait. Did he just say…?”

That was when the trio suddenly began to think about the day George and Harold met in kindergarten, when Harold commented on how Uranus sounded a lot like ‘Your anus’.

This caused them to laugh a bit… then more and more until… their Hahaguffawchuckleamaluses began to grow back to full size again!

XXXXXXXX

And as their Hahaguffawchuckleamaluses began to grow back to full size, Kendra and her friends found themselves bursting with laughter from the seams. “Yeah, and once I'm through with the gas giants... I figure I'll go after the other galaxies…” Professor Poopypants was saying before he noticed the trio laughing again. “What?!”

“It feels so good to laugh!” George said all while he was laughing. And as the trio continued to laugh, the force of their laughter began to repell the beam back toward Melvin, and the professor began to panic about his current disposition. “No, stop it! Stop laughing! You're ruining everything!”

As for Melvin, he too was beginning to panic about a very tough choice he had to make. “Yikes! Extra credit or survival? Extra credit or survival? I CHOOSE SURVIVAL!!!”

And without a second thought, Melvin immediately bailed and the light bulb exploded, sending a shockwave throughout the entire school, turning all of the kids back to normal. Back inside the glitched robot, the screen now showed toilet paper, making Professor Poopypants a bit nervous. “Uh-oh.”

It was then that the Turbo Toilet began to go completely haywire, and fired a roll of toilet paper across the neighborhood which made every student at the school start celebrating.

Melvin, however, got crushed by one of the other rolls, while Professor Poopypants watched his plan continue to fall apart. “No, how could this be happening?!”

Kendra shot him a little smirk as she and her best friends continued to celebrate. “Never underestimate the power of laughter, Poopypants!”

Professor Poopypants groaned in response to this. “Oh, that's the stupidest thing I've ever heard!”

By the time that Avarsi and her remaining children got the school in their sights, the robot continued to shoot toilet paper rolls inyo the sky till the robot did the splits causing him to fall down.

And once it did, one of the hands let go of George and Kendra, causing them to jump back down to the ground. “Harold! We did it!” Kendra cheered as she noticed Harold groaning as he emerged from the other hand, much to George’s concern. “Harold?”

Harold put a hand to his side in discomfort. “I think I bruised a rib... because I've never laughed so hard in my life!”

The trio let forth a laugh out of happiness, relieved that their troubles were over at long last... and that's when Kendra and her friends began hearing voices.

“Kendra!”

“George!”

“Harold!”

“You're okay!”

“Thank goodness!”

Kendra gasped as she saw her family touch down and race over to them. “Mom! Treena, Claudia, Heath! You're okay!”

“Oh, my baby!” Avarsi sighed in relief as she took her youngest daughter into her paws. “I was so worried! Where's your father and Jaliya?”

“And the ponies!” Heath agreed. “Are they all okay?”

“The ponies are still dealing with Alterro, Dad and Jaliya,” Kendra answered. “But, with Professor Poopypants taken care of, we can just go over and--”

Suddenly, Professor Poopypants kicked off the handle of the Turbo Toilet and held out his Sizerator, pointing it at the group before firing, causing them to scream and retreat, trying to avoid getting blasted at all costs. “Oh, we'll see who's laughing once I shrink you down here you will live in my pocket forever, amongst my cherry-flavored lip balm...”

The group dove behind a nearby car, which Poopypants immediately shrunk, much to Heath's amazement. “Oh, neato!”

“Keep running!!” Claudia shrieked as the leopards, Harold and George continued to run as the professor began to speak again. “...my mint-flavored lip balm… my extra-moisturized SPF lip balm... and all of my lip balms!”

Without a second thought, the professor threw all his lip balms in the air and blasts them, making them big and trapping the gang like a cage.

This caused Treena to scream, as the lip balms were too close together in order for the leopards to try and fly out. “Why does one person have so much lip balm?!”

“Look! There are Sunny and the others!” George pointed outside of the lip balm cage to see the ponies being chased by Alterro, Evander and Jaliya. “Maybe they can help us!”

“GANGWAY!!!” Hitch and Izzy screamed as the Mane 6 bolted down the street toward their friends, but Alterro was two steps ahead of them, his eyes blazing with fury. “Oh, no you don't! Friendship isn't going to save you this time!”

And with that, he blasted some very powerful fire out of his paws, which he used to make a ring around the ponies, causing them to scream and causing Zipp to try and flap her wings to fly out, but her wings refused to get her off the ground. “This fire must be magic! I can't get off the ground from in here!”

Misty groaned as she tried to light her horn, but to no avail. “None of our magic is working! We're totally trapped!”

“Then I guess there’s only one thing for us to do now!” Hitch shouted. “HELP!!!”

That was when the others began to follow Hitch's lead, desperate for some kind of solution.

“Help!”

“Please, someone help us!”

“Get us out of here!”

“HEEEEELP!!!”

XXXXXXXX

From inside the mouth of the Turbo Toilet, Captain Underpants seemed to be very much alive when he swallowed a bit of the radioactive liquid that was inside the Turbo Toilet, causing him to gain powers and increased strength.

This gave him such a crazy idea, it might just work for everyone's favor.

XXXXXXXX

Alterro, Evander and Jaliya stalked around the Mane 6, making sure that even if the ponies were to escape the fire, they wouldn’t be able to escape without begging for their lives.

At the same time, Professor Poopypants was preparing to blast George, Harold and the leopard family, a sadistic grin on his face. “Ooh, I hope you can find tiny enough pens and colored markers to make your small, little comic books with... cause you're about to get smallified!”

As Avarsi hugged her children and their friends close, the mouth of the Turbo Toilet burst open, and out flew the waistbanded warrior himself from the green water, now with superpowers, abs, and muscles. “Tra-la-laaa!!!” he sang, his abs and muscles disappearing, but his powers still remained. “I feel... awesome!”

Hitch stared at the event in shock. “No way!”

“Mom, guys, look!” Treena pointed her paw to the sky. “He has real superpowers!”

Harold let out an excited groan at this. “That is an obvious twist that I did not see coming... despite my many years of comic book studies!”

“I have come to save the day!” Captain Underpants said heroically, causing the students to cheer, but this caused Alterro to charge his paws with his fire magic. “Oh, yes, and we've come to ruin it, so back off, waistband warrior!!”

Alterro fired a few blasts at the superhero in question, but Captain Underpants dodged it before getting further into the sky and fired his underwear at the mad genius and his allies.

Professor Poopypants was able to dodge the underwear, of course, but the smell coming from the underwear was horrendous. “Ew, that's gross!”

“Oh, there's more where that came from!” Captain Underpants declared before firing more of his underwear at Alterro, Evander and Jaliya, causing them smell the underwear and immediately flee from the Mane 6’s ring of fiery imprisonment. “Monday, Tuesday, Wednesday, Thursday...!!”

Sunny laughed at the sight of this. “Unlimited underpants?!”

“This feels so wrong at the moment,” Pipp laughed, “but I am so glad that Kendra and the boys gave him that superpower!”

That was when Captain Underpants released one final pair of underwear at Alterro, striking him head on before he toppled into Professor Poopypants, making him lose the Sizerator 2000. “My Sizerator!”

“Well,” Captain Underpants said, grabbing the device, “it's mine now!”

Professor Poopypants let out a weary sigh, believing he had finally been defeated. “Alas! The final failure for Professor Poopypants.”

“Ugh, who cares about your dumb device?!” Alterro snarled as he increased the flame size around the Mane 6. “I still have these putrid ponies right where I want them and there's nothing anyone can do about it!”

At the same time, Captain Underpants was inspecting the device when he came across a series of small buttons. “Hmmm... what does this button do?”

However, upon aiming the Sizerator at the ground, the device shot a beam at Professor Poopypants, causing him to grow to giant size and scare the students around him. “Ohhh... well, hello there!”

“NO!!!” the others shouted in terror. “Must be holding it backwards,” Captain Underpants said obliviously, turning the Sizerator around and accidentally shrinking himself, causing him to lose the Sizerator in the process. “Yep-- that was it.”

“...wow...” George deadpanned. “He is super dumb.”

Suddenly, the Sizerator fell outside the cage of lip balms, and Kendra, try as she might, couldn't get her paw far enough outside the cage to grab the device. “I can’t reach!!”

Deciding the group needed more time, Captain Underpants (now small and tiny) began to fly around the giant professor’s head to further annoy him. “Time to take you down once and for all, Poopypants!”

“Buzz off!” Professor Poopypants flicked Captain Underpants away, causing him to scream, but fortunately, Captain Underpants was flicked so fast, he cut through the lip balms and freed the boys, Kendra and her family before landing on the ground. “Okay, I have a plan!” said Kendra. “Mom, can you fly up and distract Alterro, Dad and Jaliya?”

“Can do!” Avarsi said with a salute before flying off. “I’ll take care of the fire so we can free Sunny and her friends,” Kendra said. “Then, we all team up to take Poopypants down once and for all!”

Kendra immediately flew over to the ring of fire and used her ice magic on it, putting the fire out and freeing the Mane 6, as well as allowing them to get their magic back. “Yeah-heh!” Sunny cheered. “Thanks, Kendra!”

“Don’t thank us yet!” Kendra said as she watched her mother dive the magic attacks sent from Jaliya, Alterro and her father. “We’ve still got work to do!”

“Captain Underpants!” George cried as he grabbed the Sizerator. “Fly over here so we can make you big again!”

“Crackerjack idea!” Captain Underpants said before landing on Harold’s hand, which caused Harold to try and warn George before he did anything. “George, just don't…”

Unfortunately, George fired the gun, making Harold’s hand grow to a giant size. “Aw, man!” Claudia growled. “You gotta be kidding me!”

However, Professor Poopypants, still giant, only found humor in the circumstance. “Ha-ha! Give him a big hand for that one, everybody!”

“Let me have a try, George,” Pipp snatched the Sizerator from George and switched it to the smallify setting. “Time to pick on someone your own size, you oversized German bully!”

But when Pipp fired the Sizerator at him, the professor ducked out of the way and let the beam hit the school, shrinking it down to toy size. “...oops…” Pipp blushed nervously and pushed the Sizerator off to the side. “Look what I've got…” Professor Poopypants said as he held the tiny school in his grasp. “A tiny school filled with tiny children and their tiny teachers whose tiny salaries reflect their size and also the value society puts on education!”

“I’ll take that!” Captain Underpants said as his tiny form grabbed the tiny school, causing Professor Poopypants to reach for the Sizerator. “Then, I’ll take this!”

That was when Harold used his giant hand to slap the professor’s giant hand, causing him to reel back in pain. “OW! Did you just slap me?!”

“Yes, I did!” Harold huffed. “And you deserved it.”

“No I didn’t!” the professor retorted. “Your hand is huge! That hurt a lot! Give it back, it's mine!”

“Paws off, Poopypants!” Kendra shouted, trying to help George. “Leave our friends alone!”

This involved a tough tug-of-war sequence between the forces of good and evil, which paused when Harold accidentally shrunk Poopypants’ head. “AH!! Now look what you've done!”

“Heh, to be honest, it suits you!” Treena mocked. “Small head for a small heart!”

The tug-of-war quickly resumed, but after a moment, the Sizerator slipped from our heroes’ reach and was launched into the air, where it randomly at various things like a man walking a dog, a blue bird hanging on the phone lines, a woman’s house where the pizza man was about to ring the doorbell.

But when the blasts were getting too random and out of control, the group was forced to try and dodge the blast, but the blasts getting too close to George was a thing Harold couldn’t handle. “GEORGE!!!”

Harold blocked one of the shots with his huge hand which returned to normal size, and the Sizerator fell into Kendra’s paws, which (with the help of her sisters) she used to turn Poopypants to tiny size, and Heath pounced on Poopypants with his front paws. “Gotcha!”

“Yeah, but who’s got Mom?!” Treena looked at their mother, who was getting more and more tired by the minute. “She won’t be able to distract the other leopards for much longer!”

“I’ve got an idea for that!” Sunny exclaimed. “Izzy, do you have a really large rubber band in your sash?”

“Sure do, Sunny-Poo!” Izzy exclaimed, pulling it out. “One large rubber band to go!”

“Perfect! Kendra, make three super large snowballs,” Sunny instructed, and Kendra immediately got to work as she handed the rubber band off to Pipp, Zipp, Treena and Claudia. “You four work and hold the rubber band tight. George, Harold and Misty? Pull it back and let it go when I say so.”

The group nodded and immediately got to work, and up in the sky, Avarsi saw what her children were doing and tried to get her former mate, Jaliya and Alterro to follow her closer to the ground. “After her!” Alterro shouted. “Show your former mate what you’re made of, Alterro!”

“As you command, master,” Evander said rather stiffly before the other leopards proceeded to follow Avarsi, just as the snowballs were being loaded into the makeshift slingshot that Misty, George and Harold were holding back. “Wait for it…” Sunny said cautiously. “Wait for it… NOW!!!”

“Snowball's away!!!” Harold and George shouted before the snowballs were launched in the leopards' direction, allowing Avarsi just enough time to get out of the way before they bit, causing the leopards to crash to the ground while undoing the trance over Jaliya and Evander in the process.

Evander groaned and shook his head, his memory foggy as he looked around the area. “What in the world are we...?”

Claudia snarled as she pounced upon her gather while Treena pounced on Jaliya and Avarsi pounced on Alterro, holding them all to the ground. “Girls!” Evander snarled. “What is the meaning of this?!”

Jaliya grunted and strained where Treena was holding her. “Let us go right now!!”

“Not on your life!” Avarsi snarled. “You’ve hurt too many people for your own gain, and I'm not about to let it happen again!”

And as Avarsi began to tell off her former mate and the other leopards on what they did, Zipp took the Sizerator and used it to make Captain Underpants and the school big again. “Yeah, that's more like it!”

“And for good measure,” Hitch said before jumping onto the Sizerator and destroying it. “Nice work, sidekicks!” Captain Underpants said before beginning to put the school down. “I'll just put this back down right here…”

“Captain Underpants!”

“Wait!”

“No!”

“Not like that!”

But against the others’ warnings… Captain Underpants put the school back where it was, but… you know… sideways. “There we go. Back to normal... like it never happened.”

“Oy vey…” Pipp groaned before Heath looked down at his paws and realized Professor Poopypants was gone. “Oh, no!” the little leopard yelped, looking around. “Where did he go?!”

Turns out, Professor Poopypants had slipped out from under Heath’s paws and had gotten a joyride on a nearby bumblebee, which he piloted closer to the group to further taunt them. “You'll never catch me!” he said in a high-pitched voice. “You can't stop Professor Poopypants!”

“Ugh, I can’t grab him!” Zipp said as she tried to grab him with her hooves, but the bee was moving way too fast. “Me neither!” Kendra said as she tried to pounce on it. “Get him, Captain Underpants!”

“AHH!! A bee! Get away from me!!” Captain Underpants shrieked before swatting the bee, sending it and Professor Poopypants flying away. “I’m freeeeee!!!”

“W-Why would you do that?!” Hitch asked in exasperation. “Yeah!” Izzy pouted. “You just let the bad guy get away!”

“Come on, guys,” Captain Underpants told the ponies. “Pretty sure the bee wasn't the bad guy.”

“The bee wasn’t,” said Sunny before turning to look at Alterro. “But he definitely is.”

Alterro growled for a moment before a slight smirk came onto his face. “You may have been formidable this time, Starscout, but mark my words… not only will you pay for turning my sister against me, but all of Equestria will too… including the realm of Skyros. Ha ha ha… HA HA HA HA HA!!!”

And within a burst of flames, which knocked Avarsi backwards, Alterro had vanished. “Oh no!” Misty cried, wide eyed in panic. “He’s gone!”

“He can teleport using fire?” Harold asked in disbelief. “We so gotta add that to a Captain Underpants comic!”

“Harold!” Kendra barked. “Not the time!”

“...Skyros, huh?” Sunny hummed to herself. “If Skyros is what Alterro is looking for, then we need to find it first… and soon.”

It was at that moment that a squad of police cars showed up on the scene, and the chief of police looked at the alarming scene with eyes wide. “What the heck happened here?”

“You’re welcome, peace-keepers!” Captain Underpants said as he quickly flew off with Harold and George, with Misty calling up butterflies to fly herself and the other flightless ponies after their friends. “Shh shh shh!!” Pipp said desperately to Captain Underpants. “Not so loud!”

“...Kendra, you go on ahead with your friends,” Avarsi told her youngest daughter gently. “We’ll stay here so the police can take our statement, and we’ll be home as soon as we can.”

“Okay… and Mom?” Kendra looked at her mother for a moment before purring against her. “I love you.”

“I love you too, sweetie,” Avarsi whispered, nuzzling her youngest daughter before watching her fly off after her friends.

It seemed as if all of their troubles (except for the looming threat of Alterro) were finally over. Evander and Jaliya were going to be going to prison for all the crimes they had commited while under Alterro's control, and at long last... maybe the leopard family and Jerome Horwitz Elementary both had bright futures ahead of them.