Non Disney Heroes vs Villains is a spin-off tournament formally created by Zachary Baker and remade by several users. The one editing the videos is Fattus Cattus, the creator of Non-Disney Vs Marvel Villains War and Cuphead Bosses vs Disney Villains.
Round 1 (Old Version)
- Odette vs Rasputin
- Anastasia Romanov vs Ruber
- Fievel vs the Grand Duke of Owls
- Mrs. Brisby vs Claudandus
- Miguel and Tulio vs ZigZag
- Francis and Bluebeard vs Steele
Round 2 (Old Version)
- Freddie vs Rothbart
- Tom and Jerry vs Professor Screweyes
- Stanley vs Prince Froglip
- Romeo vs Drake
- Edmond and co. vs Joe the Fish
- Hans vs Jenner
- Hubie and Rocko vs Aunt Figg and Lickboot
- Scooby Doo and Mystery Inc vs Mr. Hyde
Round 3 (Old Version)
- Charlie and Itchy vs Darla Dimple
- Sinbad vs Tzekel Kan and Sharptooth
- Hogarth vs Thrax
- Tack and the Thief vs Rameses
- Fievel and Mrs. Brisby vs General Woundwort
- Kayley vs Ommadon
- Cale vs Tyler
- Littlefoot and friends vs Ogthar
Round 3.5 (Old Version)
- SAD SCENE (featuring: Littlefoot and Littlefoot's Mother)
Round 4 (Old Version)
- Crysta vs Blackwolf
- Rex vs Kent Mansley
- Balto vs Knuckles
- Kayley and Garrett vs Necron 99
- Spirit vs Shere Khan and Tabaqui
- Stanley vs Professor Screweyes
- Rowf and Snitter vs Dr. Applecheek
Round 5 (Old Version)
- Orin vs Thrax
- The Forces of Gandalf vs The Forces of Mok
- Fly and co. vs Plankton
- Omar and his friends vs Rasputin
- Interlude #1
- Interlude #2
- Hubie and Rocko vs The Prince
- Larn and Darkwolf vs Ozzy and Strut
- Rosie and Gus vs Puppetino
- SpongeBob and Patrick vs Joe the Fish
Round 1 (New Version)
- Prologue (starring Mok Swagger, Toad, Eris, The Duke of Vaults, Rasputin, Rothbart, Messina and Lord Maliss)
- Omar vs Eris/Evil Sinbad (also starring Angel)
- Snow White vs Rothbart (also starring The Prince (Happily Ever After))
- Odette vs Lord Maliss (also starring Jean-Bob, Speed and Puffin)
- Tack vs Rameses (also starring Princess Yum-Yum, The Thief, Hotep and Huy, and Egyptian Soldiers)
- Gandalf vs Mok (also starring Felix the Cat)
- Epilogue (starring Derek, Derek's Horse and Felix the Cat)
Round 2 (New Version)
- Prologue (starring Rasputin, Rameses, Mok, Warren T. Rat, and Mott Street Maulers)
- The Duke of Vaults vs Anastasia (also starring Pooka, Rasputin, Bartok, Tsarevich Alexei, Dimitri, Olga, Tatiana, Maria, Czar Nicholas and Gargoyles)
- Tzekel-Kan vs Sinbad (also starring Spike, Kale, Rat, Jed, Luca, Jin, Li, Chum, Grum, Kassan, Chief Tannabok's Warriors and Tzekel-Kan's Illusions)
- Kayley vs Blackwolf (also starring Juliana, Juliana's Servants, Blackwolf's Army, Kayley's Horse, Blackwolf's Mutants, Garrett and Ayden)
- Warren T. Rat vs Bugs Bunny and Daffy Duck (also starring Felix the Cat, Mott Street Maulers and Digit)
- Ogthar vs Littlefoot (also starring Rhoga, Thudd, Allosaurus, Cera, Littlefoot's Mother, Daddy Topps, Triceratops, Grandpa Longneck, Grandma Longneck, Ornithomimus, Dimetrodon, Parasaurolophus, Saurolophus, Dimorphodon, Apatosaurus and Pteranodon)
- Epilogue (starring Kayley, Garrett, Derek, Tzekel-Kan, Rasputin, Felix the Cat, Bugs Bunny, Daffy Duck, Ruber, Griffin, Ogthar, Lord Maliss, Blackwolf, Rameses, Rothbart, Prince Froglip, Eris, The Duke of Vaults, Mok, Littlefoot and Littlefoot's Mother)
- Cutscene (starring Hazel and Fiver)
Round 3 (New Version)
- Prologue (starring Hazel, Fiver, Threarah, Rikki-Tikki-Tavi, Big Wig, Littlefoot, Ducky, Petrie, Spike (The Land Before Time), Eris, The Duke of Vaults, Mok, Tzekel-Kan, The Professor, Elmer Fudd, Yosemite Sam, Freddie, Daffers, Scotty, Brigadier G, Prince Froglip, The Bird, Zelda, Clavious, Witch Hazel, Ruber, Blackwolf and Lord Maliss)
- Kayley, Garret and Derek vs Ruber and Zelda (also starring Ayden, Griffin, Dark Thorny Creatures and Metal Army)
- The Professor vs Fly, Stella and Chuck (also starring Piranhas)
- Freddie vs Deinonychus (as Utahraptors) (also starring El Supremo, Ogthar, Messina, Daffers and Scotty)
- Sharptooth vs 26 and her friends (also starring Plateosaurus, Kex Bradley, Mara, Triceratops, Edmontonia, Spazz, Camptosaurus, Apatosaurus, Iguanodon, Saurolophus, Pteranodon, Parasaurolophus and Styracosaurus)
- Cat R. Waul vs Bugs Bunny (also starring The Cactus Cat Gang: (One-Eye, Frenchy and Felonious), Warren T. Rat, Waul's Henchmen, Felix the Cat and Daffy Duck)
- Elmer Fudd vs Odette’s Animal Friends (also starring Jean-Bob, Speed, Puffin, Steele and Laramore)
- Drake vs Romeo and Juliet
- Stanley vs Froglip (also starring Goblin Alliance: (Goblin Queen, Goblin King, Froglip, Queen Gnorga, Trolls of Queen Gnorga, Prince Froglip's Goblins and King Llort))
- Epilogue (also starring Hazel, Fiver, Big Wig, Dandelion, Pipkin, Blackberry, Silver, Rikki-Tikki-Tavi, Bugs Bunny, Avatar, Felix the Cat, Elmer Fudd, Dr. Greed, The Prince (Romeo and Juliet: Sealed with a Kiss), Drake, Scar Snout, The Snake (Rikki-Tikki-Tavi), Nag, Nagaina, Niju, The Snake (The Road to El Dorado), The Mountain Lion, Grizzly Bear, Siri, Cassius, Tom, Tab, King Bubu, Froglip and Saruman)
Round 4 (New Version )
- Prologue (Starring Puppetino, The Emperor of the Night, Professor Screweyes, Blackwolf, Necron 99, Shere Khan, Tabaqui, Wile E Coyote, Beaky Buzzard, Pete Puma, Taz, Cecil Turtle, Zygon, Tyler, Thrax, King Arthur, Knights of the Round Table, King Papa, King Little, Gabby, Prince David, Princess Glory, Prince Lir, King Jarol, Taro, Teegra, Queen Uberta, Lord Rogers, King Heath, King Nod, King Haggard, Laird, King Bombo, Eris, The Duke of Vaults, Rasputin and Tzekel-Kan
- King Morpheus's alliance vs the Forces of Eris and the Duke of Vaults (also starring Nemo, Princess Camille, Slumberland's Inhabitants, Icarus, Ralph The All-Purpose Animal, Mumford, Tock, Milo, Humbug, Hydra, Tzekel-Kan, Professor Genius and Rasputin)
- Charlie Barkin and Itchy vs Darla Dimple (Also Starring Max and Flanagan)
- Kayley, Garret and Derek vs Necron 99 (also starring Devon and Cornwall, Necron 99's Mount and Dragons)
- Rikki-Tikki-Tavi vs The Snake (also starring Hazel, Fiver, Big Wig, Blackberry, Dandelion, Pipkin and Silver
- Bugs, Daffy and Felix vs Bordeaux
- Littlefoot and Friends vs the Grizzly Bear (also starring Spike, Ducky, Petrie and Kimba
- Mowgli vs King Bubu (also starring Buffalo and Bagheera)
- Avatar and his group vs Necron 99 (also starring Elinore, President, Bugs, Daffy, Felix and Weehawk)
- Fievel Mousekewitz vs the Grand Duke of Owls (also starring Papa Mousekewitz and Water Demon)
- Epilogue (starring Littlefoot, Mowgli, Bagheera, Kimba, Baloo, 26, Cera, The Duke of Vaults, Zigzag, King One-Eye, Rameses, Hotep and Huy, The Colonel, Cortez, Kralahome, Idrees, Belial, Shere Khan, Tabaqui, King Bubu, Cassius, Omar, Dizzy, Stretch, Sinbad, The Grand Duke of Owls, Napoleon and Mr. Jones
Events for the First War (Old Version)
The Return of Mok
It has been months since the defeat of the villainous music mogul, Mok Swagger. He was believed to be dead. Or is he?
Meanwhile, in a vast meadow, two rabbits named Hazel and Fiver are out foraging. Fiver however senses something terrible on the horizon, but the feeling is shrugged off.
The Russian sorcerer, Rasputin receives a surprise visit from another widely known magician named Rothbart he offers Rasputin a chance to join his alliance But First he demands to see his abilities His Target a Beautiful Princess named Odette He uses his Powers to get rid of King William and His Guards then he kidnaps the princess which Rothbart turns her into a swan.
Soon after, Ruber enters the hideout and introduces himself. Rasputin now wants to see how the corrupt knight fares in battle. He Recommends targeting a palace in Russia which is home to the Royal Family and it's Duchess However he wasn't too powerful enough when he gets pinned by Dimitri
A small mouse village is under siege by a horrific owl sorcerer. But the young mouse named Fievel is not willing to let him go without a fight. Unfortunately, his recklessness to charge into battle may lead to the destruction of their home.
Cat R. Waul met with another cat named Claudandus and wishes to invite him into his fold. But the deformed cat decides to show how vicious he truly is. He finds Mrs. Brisby and her friend, a crow named Jeremy and shows no mercy.
Two conmen are performing in the street. Unfortunately, they cross the path of the royal wizard ZigZag who orders their arrest. But Miguel and Tulio escape from this blue-skinned man, much to ZigZag’s dismay.
Derek learns about Odette’s disappearance.
Miguel and Tulio come out of hiding and find themselves of Sinbad’s ship.
Fiver’s fears have become real when he sees a horrifying vision of the future.
Rasputin, Rothbart, and Ruber are greeted by the one who has arranged their meeting, Mok Swagger.
Battling Heroes or Villains
Hazel and Fiver spoke to Chief Rabbit, unaware that Rikki-Tikki-Tavi is listening
Mok arrives at Rameses' empire and offers him an alliance. Rameses agrees.
Anastasia asked why Freddie's a frog. Freddie told them he was a human until he told them about Rothbart transforming him into a frog. This make and her and Dimitri worried and confused.
Tom and Jerry arrives at Professor Screweyes' Encentric Circus and wondered what the ringmaster up to. Unfortunately, he kidnaps their friend, Robyn Starling and tied her to the chair. The cat and the mouse ran for their lives.
Romeo and Juliet are loving each other, but unaware that the Prince was jealous. The Prince ordered Drake to finish Romeo off, so he will be out of his life. The evil penguin confronts the sea lion and throws him off the cliff, but Romeo survived the fall. Drake tells the Prince that Romeo is dead. But Romeo is not dead at all.
Two penguins named Hubie and Rocko were planning to break out of their cages from the Animal Cruelty Squad until Aunt Figg and Lickboot arrives. Rocko jumped on Lickboot and begins to run. Will he and Hubie escape?
Scooby Doo and the gang were walking through the mansion and jumped across Dr. Jekyll. He offers the gang for a drink, but the gang said its poison. But the doctor ignored them and was transformed into Mr. Hyde! The gang manages to escape from Mr. Hyde, due to him falling down.
Clara wakes up as Pinocchio, Gepetto, and Drosselmeier were there to recover her after the attack of Jenner
After being retreated from the Duke's takeover in Russia, Fievel and his family meets Mrs. Brisby and offers her in her home. The widow mouse agrees.
Meanwhile, Moses was encountered by Eris, who will make all his problems end.
Making More Alliance
Professor Screweyes meets up with Mok about some plans he has in store for them.
Freddie and his group are halted in the quest by Kent Mansley who warns them to let the US Government handle things. But they ignore him and continue anyway.
Darla Dimple is interrupted by loud noises coming from next door. She looks down and sees a nightclub where Charlie and Itchy, Danny, Chanticleer, and Crazy Legs and Banjo are dancing and having fun. Frustrated, she decides to do something about it.
The night club is interrupted when Darla Dimple barges in. The other animal heroes scatter and make it out, but Charlie and Itchy are cornered. Dimple tries to catch them, but the two dogs manage to get away.
Syracuse is under siege when Sharptooth attacks. Sinbad and his crew attempt to leave, but Tzekel-Kan gets in their way. The crew barely manage to make it onto the ship leaving Proteus and the citizens of Syracuse to fight off the rest of Kan's forces.
A young human boy named Hogarth Hughes was headed home until he suddenly was under attacked by Thrax. Will it be all over for Hogarth? Unfortunately, he was saved by his mother, Annie Hughes, and she and Hogarth went home. But Thrax wasn’t giving up.
Tack notices The Thief attempting to steal his things and chases him all throughout the city of Egypt bumping into Rameses’ guards. Soon, both of them appear in front of Rameses in his throne room where he orders for their arrest. But only Tack gets arrested while the Thief manages to sneak away.
Fievel woke up and saw what was going on outside. Mrs. Brisby followed him and the duo saw General Woundwort preparing to attack. However, Fievel manages to save Mrs. Brisby from certain death...
Tyler was at Marcus' place and was imagining what he did right before the war started. He dreamed about him destroying everything on Earth and a young boy named Cale has to leave his father behind and on to space.
Ogthar was sent by Lord Maliss to capture Littlefoot and his friends. Ogthar found the young dinosaurs and was about to shoot them when Littlefoot saw what was happening. He yelled for his mother for his rescue. However, a terrible earthquake have splited the land.
After the conversation with the Chief Rabbit, Hazel and Fiver meets Rikki-Tikki-Tavi, Kotick, and Mowgli. The three friends offered Hazel and Fiver for an alliance. The two rabbits agrees.
After being retreated from Darla Dimple and Max and being separated from the other animals, Banjo, Crazy Legs, Charlie, and Itchy meets Francis, Bluebeard, Romeo, Juliet, Mercutio, Benvolio, Jaune Tom, and Robespierre. The animals asked the 4 others for an alliance. Charlie, Banjo, and friends agrees.
Kex Bradley packed his stuff and his skateboard and was about to meet with 26 and her friends when another boy named Louie caught with him and asked him if he could come. Kex agrees.
After escaping Screweyes, Tom and Jerry meets Anne-Marie and asked her if she could help them free Robyn. Anne-Marie agrees and asked them if they could in Francis' alliance. The two also agrees.
Tzekel-Kan was welcomed by Mok and his allies.
Littlefoot and his friends are near his mother who is fatally injured by Ogthar. The young Apatosaurus talks to his dying mother, and then mourns and realizing that he is all alone.
War has Begun
Mok came across to ZigZag and recruited him to his faction.
After running away from Ommaddon, Kayley caught up with Derek and Garret.
At Dr. Applecheek's compound, he told the Straycatchers to get rid of Rowlf and Snitter, who were inside a cage.
Elsewhere at A.C.S. HQ, Aunt Figg received a visit from Darla Dimple, who joins in her alliance.
Kent Mansley was wondering around when he came across Rex and his friends roaming around when the city's townspeople ran away. Kent manages to stops the dinosaur, not before Rex saves them.
A wolf dog, Balto, was walking to find some heroes to allied with, when he and his friends didn't know they were walking into a trap, made by Knuckles. Balto and his friends stopped Knuckles and beat the trap, thanks to Jenna.
Claudandus meets up with the other animals to offer an alliance. The evil animals agrees.
Kayley, Garret, and Derek were searching for Odette when Necron 99 shots Garret. Derek uses a magic stick to knock Necron 99. After the battle, a certain fairy prince found Necron 99's body.
Spirit saw danger ahead of him and his horses. The stallion fight off with Shere Khan and Tabaqui.
Stanley was worried if there's no flowers with him until he ran across Professor Screweyes. The ringmaster scares poor Stanley away and the frightened Stanley manages to run.
The two dogs escapes from the Straycatchers and Dr. Applecheek. Then, Rowlf and Snitter ran away, much to Dr. Applecheek’s anger.
Francis and the gang meets Rowlf and Snitter who asked for an alliance. The cat and his friends agreed.
And finally, Mok has a mission for Rasputin.
To the Rescue
in Egypt, Rameses checked on every prisoners being locked up. Rameses was pleased to see them being locked up in two different cells.
Francis' crew is about to have a meeting at Francis' house, when they run into Kong and the Hermann brothers. They are about to start a fight but Jaune Tom stops them, but Kong is just amused.
Littlefoot was feeling depressed for his mother's loss. Before any of his new friends went to cheer him up, Cera, Ducky, Petrie, and Spike reunite with him.
After escaping Necron 99, Kayley tends Garrett's wounds. Derek met some more allies: Freddie, Anastasia, Dimitri, Hogarth (with the Iron Giant), and Moses. After a time passed, Garrett was recovered from his wounds.
Avatar looks through his telescpoe for Cornelius' return. The fairy prince returned with Necron 99's body. Avatar decided to rename Necron 99 to Peace.
Being sent to look for intruders, Thrax spotted a young man named Orin and his friend, Elan, wardering through his lair. Before he could strike with his claw, Orin uses one of his weapons to stop Thrax. But does that stops the evil virus?
Frodo was finishing recovoring Peace for hours until Mok and his allies bursted in. They had found Gandalf's hideout. Then chaos breaks loose!
Mr. Krabs' arch-enemy, Plankton, caputured three fish kids and was about to deliver them to Mok. However, Sasha the seahorse spotted the fish kids. But as Plankton was about to seizes Sasha, she threw the key to the kids. Will they escape in time?
Rasputin went to Lars' Night Club, like Mok told him to go, and entertain the four rockstars. Unfortanately, he has one trick up in his sleeves.
After the battle with Woundwort, Mrs. Brisby is worried about her life. Auntie Shrew suggested that the Great Owl might help them. In the crystal ball, Nicodemus, a wise old rat, was seeing Fievel and Mrs. Brisby worrying the evil animals attacking the animal heroes.
The dinosaur friends found Rex and his friends, exhausted from the battle with Kent Mansley, meets Richard Tyler and his friends, Adventure, Fantasy, and Horror. Soon, the boy and his friends became friends with the dinosaur company.
Mrs. Brisby and Fievel arrived at the Great Owl's tree and told him what was happening.
Edmond and his gang arrived at Animal Farm with Danny at their side.
Thrax meets Zygon and he joins Marcus' alliance.
After the two penguins escaped from Aunt Figg & Lickboot, Hubie and Rocko were wondering where they were until a certain elephant seal rose from the water. But will the Prince be a match for those two penguins?
Two children, Rosie and Gus, spied on a puppet master, having his own show. When Puppetino finishes his show, he catches those sibblings who were spying on him, but what kind of tricks does he have for poor Gus and Rosie?
SpongeBob SquarePants and his best friend, Patrick Star, were off to get King Neptune's crown at Shell City, but one problem: their car were stolen by Joe. Unfortnately, they found the stolen car that look like a Krabby Patty, but the key (which was a spatula) was missing. Will they be able to get it in time?
Francis held out a meeting for all the animals he have. Bluebeard suggested that Mewsette was stolen away, so they go out to rescue her.
Mok was pleased that Rasputin has suceeded capturing Angel.
And finally, Rothbart and his partners present Lord Maliss a very special alliance. They are known as: THE BAKSHI BUNCH!!!!
Events for the First War (New Version)
It has been months since the defeat of the villainous music mogul, Mok Swagger. He was believed to be dead. Or is he?
As it turned out Mok Swagger is in the Tartarus ruled by the Duke of Vaults and Eris, Having gotten the Vampire's attention, Mok told him that he had been planning a scheme to gather the forces of darkness throughout the world to usher in a new dark age. He only needed the Duke to restore him to the land of the living to begin his plot.
The Duke sent Eris to kidnap Angel, as he was vital in his grand plan. In doing so, she needed to get past by Angel's boyfriend, Omar. Resorting to cunning, Eris models her body into a twisted image of Sinbad, giving a false alarm at the hero, knocking him out. She then reverted into her normal self and took Angel hostage before Omar could recover.
On orders of Lord Maliss, Rothbart (while transformed into the monstrous Great Animal) was sent to capture Snow White, whom he found her in a field of flowers alongside with her prince. Threatening White, Rothbart attempted to capture her, only for White to parry his assault with a stick before retreating back to the woods. Her prince stood up for her, challenging the monstrous animal himself. While managing to strike a blow at Rothbart, the Prince looked on, as the monster teared down his sword before picking and dropping him up from a higher ground, knocking him out. Though his original target escaped, Rothbart was content in with having captured another hero vital to the villains' designs.
At Swan Lake in Russia, the princess Odette was chatting with her friends when she was confronted by Lord Maliss, while in his draconic form (having been sent by Rothbart on his mission). Landing and reverting into his normal form, Maliss accosted Odette, blasting her with beams of magic. By doing so, he channeled a curse spell effect that turned her into a swan by night. Her friends looked in horror as Odette was transformed and captured by Maliss back to his headquarters.
In Egypt, Pharaoh Rameses was looking for new slaves in his newly formed empire. He happened to cross paths with a caravan, directed by the princess of Baghdad, Yum-Yum and her lover, the cobbler Tack, who were traveling to seek an alliance with the foreign powers against the rising threat posed by the villains. Wanting to press an immediate course, Rameses ordered his high priests, Hotep and Huy, along with a plaoon of Egyptian soldiers, to seize the caravan at once. While Tack managed to overpower the soldiers, he was overwhelmed by the illusions of the high priests. Tack looked on as Hotep teleported Yum-Yum to the Egyptian dungeons, before it was his turn to give in. Watching from nearby, a thief following the caravan decided to follow Rameses, curious about the unfolding situation.
In order to get one of the attention of one of the great assets of the hero forces, the Duke sent Mok to deal with Felix the Cat, apprentice of the Istari wizard Gandalf. Bestowed with newfound powers by the Duke, Mok unleashed a ball of magic that teleported Felix to parts unknown. At that moment, Gandalf arrived and began to use his magic to plummet Mok into a channel portal. To his surprise, however, the superstar managed to recover from his flight. As Gandalf was charging for another attack, Mok beated him up to it, blasting his rival with two balls of magic, teleporting him to parts unknown, satisfying the Duke and his allies.
Derek noticed Odette is missing and started searching for her.
Felix the Cat managed to survive his encounter with Mok.
Mok hires Warren T. Rat to get rid of Felix for him.
Rasputin visits The Duke of Vaults and asks him to kill Anastasia Romanov while she's asleep on a cruise. The Duke influences Anastasia by transforming some demons into butterflies, calling for her to come to 'the other side'. Noticing Anastasia's disappearance, Pooka alerts another passenger, Dimitri. Both of them find Anastasia, who is forced out of her trance, to confront the Duke and his gargoyle minions. Just as the Duke is about to kill Anastasia, Dimitri, swinging on a rope, kicks The Duke into the water below, comforting Anastasia.
Sinbad and his crew are on a voyage to El Dorado and decide to steal some of the island's gold. The shaman Tzekel Kan finds them before they start pillaging the city's resources. The crew fend off some warriors easily and manage to see through Tzekel Kan's Illusions, with Kale using a plank to knock him out.
The ancient wizard Blackwolf arrives at a castle, scaring several occupants with his fiery entrance. Blackwolf's Mutants manage to capture the group, except for Kayley who manages to escape on her horse. Blackwolf scares the horse using fog, forcing Kayley to traverse through thick foresee, all while she's being chased by the Mutants. After a mutant knocks her into a body of water, the blind hero Garrett dispatches the Mutants, earning respect from Kayley.
Felix, oblivious of the situation, gets caught in a trap set up by Warren. He cries for help, which comes in the form of Bugs Bunny and Daffy Duck, who, after a brief argument on Bugs' faulty coordinates, manage to defeat Warren's henchmen. After Bugs sets up a cannon, Warren and his army are scared off by several firearms, which also free Felix from his trap.
Feeling bored, Ogthar and his minions Rhoga and Thudd manage to sic an Allosaurus on two young dinosaurs, Littlefoot and Cera. They manage to trap it in a thorny tree, but it manages to break out and chase them. They are rescued by Littlefoot's Mother who uses her tail to fight the beast, leading to her getting wounded by its teeth. An earthquake happens, which scares both young dinosaurs, who accidently cling on to the Allosaurus' foot, before they are blown back by the quake. Mama Longneck manages to save them twice, the second time leading to the Allosaurus' death. Cera signals her father and tries to come to him, before they are separated by the earthquake.
Kayley and Garrett meet Derek and decide to help him find Odette.
Tzekel-Kan wakes up to find Rasputin, who promises that the human who humiliated him will pay.
Felix thanks Bugs and Daffy for saving his life and they team up.
Littlefoot finds his dying mother, who gives her farwell to her son.
Fiver senses a looming danger to the warren and tells Hazel, who does not believe him at first, that they have to evacuate. Hazel suggests to tell the information to the Chief Rabbit.
Hazel and Fiver tell the Chief Rabbit about the danger presented in Fiver's vision. They do not notice Rikki-Tikki-Tavi listening.
The Duke of Vaults and Eris talk to Mok about their plan to take over Slumberland, while Tzekal-Kan watches in the distance.
Garrett's falcon Ayden warns him and Kayley of Zelda and Ruber's arrival, but the sorceress blasts Garrett in the back, rendering him unconscious. Derek endures attacks from Ruber and his Griffin, while Kayley carries Garrett to safety. Zelda summons a Dark Thorny Creature to attack the duo, which Kayley defeats by tying its hands with rope, then pulling it down. Derek manages to disarm a Iron Man with an arrow and attacks Ruber and his steed, sending them hurtling into a spiked wall, as Kayley and Garrett escape.
Three curious children, Fly, Stella and Chuck stumble into the marine section of the Professor's Lab. After the kids are startled by some piranhas, the Professor uses a machine to transform Stella into a starfish, horrifying Chuck. He then transforms Fly into a fish and Chuck into a Jellyfish.
Ogthar teams up with the British terrorist El Supremo along with his wife Messina and they send two Deinonychus to attack the streets of London. Freddie tries to deal with the beasts but ends up caught in their grasp. Scotty manages to free the frog by using a club to injure the dinosaurs. Daffers manages to send one of the dinosaurs flying with a kick, causing the raptors to retreat.
The young Chasmosaurus 26 and her friends, Kex Bradley, Mara and Spazz are in a jungle that ends up under attack by a Sharptooth. Several dinosaurs manage to escape, but the T-Rex manage to chase the group to a dead end. 26 manages to injure Sharptooth by striking the ground, sending a thorn into its left eye. Just as the Sharptooth is ready to devour them, it is pushed back by a rising part of the ground. 26 and her friends narrowly escape the erupting volcano, while the T-Rex falls into the ravine below.
Warren T Rat, who has been fired by Mok, tells Cat R. Waul about his defeat at the hands of Bugs Bunny and Daffy Duck, with the rabbit listening to them while using a skull as cover. As Bugs brags about his jump on Cat, Warren escapes, with Waul ordering The Cactus Cat Gang to kill Felix, scaring Bugs. As Daffy unsuccessfully distracts one of Cat's henchmen with a offer for a game of tennis, Bugs uses a hammer and several explosives to pile the cat army up. Bugs manages to scare Waul after his last stick of dynamite fails to defuse. Cat survives declaring revenge on the rabbit.
Elmer Fudd and his hunting dogs, Steele and Laramore find some targets in Jean-Bob, Puffin and Speed. As Steele chases Jean-Bob, Puffin uses his friend as a projectile to hurt Elmer and Laramore, while he manages to dive into Steele. As the group relish their victory, Steele gets up, allowing them to escape.
As Romeo confesses his love for Juliet, she notices the penguin Drake, who also wants her as a suitor. As Drake tries to makes his move onto the female seal, Romeo attacks him with his tail, causing both of them to fall off the moving glacier, to Juliet's shock.
Prince Froglip convinces Queen Gnorga and her trolls to join Maliss' alliance, under their common goal of revenge. Stanley, after using his thumb to make a rose bloom, is cornered by Froglip and some other trolls, due to his powers. Stanley, dressed up as a knight, manages to use a shovel to attack the feet of the Goblin Warriors before he gets captured and exiled to Central Park as punishment for using his powers.
Hazel and Fiver meet up the rest of Sandleford Warren and are introduced to Rikki-Tikki-Tavi.
Felix, Bugs and Daffy (offscreen) meet up with the wizard Avatar who warns them about Mok. Felix asks him for something that can help him, so he creates a magic Bag of Tricks.
Elmer teams up with Dr. Greed.
After winning over Gnorga, Froglip talks to the Istari wizard Saruman, who considers him a threat, until he reveals Mok's plan to him.
Two mysterious circus owners, ringmaster Professor Screweyes and the puppeteer Puppetino have found the perfect spot for their carnival where the demonic Emperor of the Night can put his plans into action.
Blackwolf sends out his assassin Necron 99 to hunt down Kayley and Garrett who he failed to capture.
The Tiger Shere Khan tries to gather his own alliance consisting of his jackal henchman Tabaqui, the super genius Wile E Coyote, the scavengers Beaky Buzzard and Pete Puma, the ferocious Tasmanian Devil and an old rival of Bugs Cecil Turtle. The members of his alliance are less impressive than he hoped, so he decides to find someone who can team up with his faction.
At Camelot, King Arthur forms The Royal Council apart from his Knights of the Round Table other rulers like King Papa of Hungary, Lilliput's King Little and his town-crier Gabby with their children Prince David and Princess Glory of Blefuscu, Prince Lir, King Jarol of Firekeep alongside his son Taro and daughter Teegra, Queen Uberta and her chief advisor Lord Rogers of Russia, King Heath and King Nod of Baghdad all are aware of the war, but the dour King Haggard alongside Laird and King Bombo might be up to something.
Eris plans to take over Slumberland alongside her lover The Duke, and their teammates Rasputin and Tzekel-Kan.
At Slumberland, the ruler and god of sleep and dreams King Morpheus tells the People and the members of its council, which include the misfits Ralph The All-Purpose Animal and his Chaplin-esque friend Mumford, a boy named Milo, along with the watchdog Tock and Humbug and Nemo along with the flying squirrel Icarus, Princess Camille and Professor Genius about the war, but he gets interrupted by some Spider Illusions created by Tzekel-Kan who with Eris and Rasputin arrive to take over King Morpheus' Palace as the Mad Monk makes Humbug crash into some furniture. The Duke reveals himself to Morpheus summoning a Serpent who the king destroys with his royal scepter. However Eris traps him with some demonic energy while Tzekel-Kan watches before getting punched by Camille as the residents watched on as Kan sends Ralph and Mumford into a trapdoor as the villains take over the palace, leaving everyone in disarray.
On the filmset of Li'l Ark Angel, the child actress Darla Dimple is performing but she doesn't notice the two dogs Charlie Barkin and his friend Itchy sabotaging the performance doing their own thing as she tells her director Flanagan as she sends her giant butler Max to deal with them. As he tries to use his strength against the two dogs, they escape just in time as Dimple continues the performance without interruption.
Kayley, Garret and Derek arrive in Dragon Country where they meet the two-headed dragon Devon and Cornwall. However they are spotted as Necron 99 who plans to shoot the trio chasing them down alongside Devon and Cornwall. However, Derek fires an arrow hitting Necron's Mount as they escape he targets a few Dragons before his next victim.
Arriving at the forrest Hazel's Warren arrive with Rikki but however they are targeted by a snake which has been sent by Bubu's faction. As the rabbits escape Rikki takes on the snake murdering it in the progress.
Still furious about Bugs escaping Cat R. Waul hires the Warthog Bordeaux to go to Avatar's tower to take him out. As he finds the trio, he uses his strength to knock the hare into the corner however protecting his former rival and Felix, Daffy steps in as they clash swords, but the warthog overpowers the duck just then the Bag of Tricks sends out an boxing Kangaroo knocking Bordeaux out making him fall into the river.
Littlefoot alongside her frends are looking for Cera when Ducky spots the Grizzly Bear also sent out by Bubu's faction as he knocks the young sauropod the friends use snowballs to weaken the predator however Spike falls into an Icy River which drowns the bear in progress however he is saved by the white lion Kimba.
King Bubu meanwhile is out hunting for prey but soon he gets a melon on his face by the man-cub Mowgli who punches the king. Bubu is about to attack him but one of his protectors, the panther Bagheera injures his leg allowing them to escape as Bubu swears revenge against him.
Back at his tower Avatar met up with Bugs, Daffy and Felix who show them one of his companions the fairy Elinore along with her father The President waiting for the elf Weehawk to come back. However Necron who now changes targets to the fairy president instead of Kayley and her friends. Necron assassinates the president , leading Avatar to incapacitate the robot with a powerful spell while Elinore furiously attacks the murderer of her father. Weehawk came back to the group reporting to Avatar, only to find the unconscious murder.
On a steam tramer the Mousekewitz Family were on a cruise to America hoping for a new life their child Fievel Mousekewitz. The family know the rule of no prey, yet do not notice the wicked bird sorcerer The Grand Duke of Owls targeting him and his Papa. The Duke uses his magic to send a storm to wreck havoc on the ship. Papa tries to grab on to him but the sorcerer causes more storm water to hit Fievel, all while his Owl Minions sing about their love of darkness. As Fievel manages to hang onto the ship's rope he finally notices the Grand Duke as uses his magic breath to transform into a wave like demon to wash the child overboard as Papa watches on yelling for his son as Fievel gets separated from his family.
Kimba talks to Mowgli and his friends alongside Littlefoot's group and the bear Baloo and agree that they should do something about Bubu and his faction.
Still worried about Littlefoot, Cera runs into 26 separated from Sharptooth's attack and set off to find him.
Rameses sets up his faction consisting of Hotep and Huy, The Colonel of the US Calvary, the Spanish Conqueror Herman Cortez, the Kralahome, the Afghani street patroller Idrees and the demonic sorcerer Belial to join his army.
Shere Khan and Tabaqui run into Bubu and Cassius who agree to merge their factions together.
The Grand Duke of Owls meets up with the conniving pig Napoleon, who promises that he will end up ruling Animal Farm. Not long after, the owl eliminates Mr. Jones using his magic to blow up his house, drunken farmer and all.