Walt Whitman is back and this time he must summon an army of Disney heroes to stop the Phantom Blot and Pete.


A dark and truly sinister lair, where two evil figures converse.

Pete: Well, Phantom Blot, old buddy, is it finally time to get even on that pipsqueak who sent us here?

Phantom Blot: Yes, Pete, I do believe it is! Years trapped in this dark abyss by that self righteous do gooder Mickey Mouse!

Pete: Oh, I just want to pull those milk saucer ears clean off his head!

Phantom Blot: Patience, my friend, for we will both claim our revenge.

Pete: Then we can finally claim the Disney Castle as our own!

Phantom Blot: Small potatoes, Pete. Why have just one castle, when we can conquer a whole world!

Pete: Go on.

Phantom Blot: Like Mickey and his cronies, we both know that we merely exist as characters of fiction in the real world.

Pete: Yeah. Depressing ain't it? We're real here, but are just cartoons on Earth.

Phantom Blot: Exactly, Pete. Earth is the creator of the law that we are all bound to.

Pete: What rule?

Phantom Blot: That good always triumphs over evil!

Pete: Ain't that the truth?

Phantom Blot: Well, no more, Pete! We will break the sacred oath, we all have pledged and will go to Earth and conquer it! We will re-write the rules and make to where we the villains prevail!

Pete: Sounds good to me, Blot. But we don't have the muscle to back that up.

Phantom Blot: Oh, but we do. Behold.

Phantom Blot shows Pete others that have joined their cause, which makes Pete very happy. On the other hand, in the Disney Castle, Mickey and his friends finally get wift of what is happening.

Mickey: Uh-oh, did you all feel that?

Minnie: Gosh, Mickey, what do we do? The Phantom Blot and Pete can spell doom for Earth?

Pluto: BARK! BARK!

Mickey: Right, Minnie, so you know what that means? We gotta call our pal Walt back into action.

Earth and exactly three years from Walt's perspective. He's sixteen years old and is working at this super deluxe Disney Store in his home town.

Walt: There you are, ma'am, there's your change. Did your son enjoy today's movie?

Woman: Yes he did. Those old Disney movies you guys show here is brilliant. It gives us parents time to shop and not have to worry about them.

Walt: Thanks, ma'am, it was my idea.

Woman: Well, thank you for that. Say thank you to the nice man, Sam.

Sam: Thank you.

Walt: You're welcome, little man. Do come back soon.

Sam: Yeah!

Walt: That's the spirit.

So the mom and her son leave now.

Walt: Man, I got to take a break. Hey, Anne, can you cover for me? I need some food in me.

Anne: Sure, Walt. Mind bringing me a sandwich, too? These long shifts are running me dry.

Walt: You bet and this one is on me.

Anne: No wonder you're the co-manager, Walt.

Walt heads back to the faculty break room to put on his jacket, so he can leave.

Walt: Man, I am having a lot of fun working here, and it's getting closer and closer to my dream. Working for the company itself. Though while I love it here, I do actually miss my friends.

Walt is looking at the same picture he took with the six Disney heroes he had to team up with three years ago. He keeps the picture on his locker door.

Walt: I miss them a lot.

However now back at the lair of the Phantom Blot.

Phantom Blot: Pete, meet are new comrades: Demona, Negaduck, Doctor Doom, and the Inquisitor. They all agreed to join our crusade.

Pete: Some of the baddest of the bad, too, Blot. I like it.

Doctor Doom: And exactly what menial task are you obviously going to bestow upon us?

Negaduck: Gotta agree with the metal gorilla, Blot. Talk fast, too.

Doom grabs Negaduck by his throat.

Doctor Doom: Arrogant fowl, do not address Doctor Doom in such a crude manner. I am your superior!

Demona: No human is my superior!

Demona attempts to attack Doom, but he repels her by blasting Demona with an energy blast from his gauntlets.

Demona: You'll pay for that!

Inquisitor: Enough!

The Inquisitor uses the Force to grab them by their throats and soon begins to choke them.

Phantom Blot: Well done, Inquisitor. Release them.

Inquisitor: As you wish.

He does.

Phantom Blot: Now let us have no more bickering between us, shall we? We are all here with a single goal.

Negaduck: Yeah, to take over the real world, Blot!

Demona: I am still uncertain by what you mean when you call it that, Blot.

Doctor Doom: Is it not obvious, woman? Based on the small detail, the Phantom Blot told us all, we are all characters of fiction. This "real world", which seems to be a version of Earth is what spawned us all.

Phantom Blot: Correct, Doctor Doom. Very few knew that the Earth is what spawned us all. Pete, Myself, and a select few others did know.

Pete: Yeah, that little runt Mickey Mouse and his gang of good two shoes!

Phantom Blot: And others learned of that as well. Behold!

He shows images of the six villains that Walt and his team faced together, but also the heroes themselves.

Phantom Blot: These twelve heroes and villains learned that they are mere characters of fiction.

Doctor Doom: By who?

Pete: This little brat named Walt Whitman. Good ol' Mickey had him bring together these six heroes to stop the team up of these villains. Like heroes do, they won.

Doctor Doom: This boy, he is dangerous then?

Phantom Blot: Most definitely, my good doctor. He had advanced knowledge on all these worlds because they exist as films.

Negaduck: Films? As in movies?

Pete: Yup and we all exist as cartoons, comic book characters, and movies where he come from.

Demona: This this human child must be silenced and done soon!

Phantom Blot: Yes and that is where you all come in. The four of you will track down Walt and end him.

Inquisitor: And what will you do, Phantom Blot?

Phantom Blot: I shall gather others to help us in the ultimate battle between good and evil. Every single Disney villain big or small shall become part of a larger world. With all of them under out control, we shall rule the real world, then we can conquer each of our own worlds! We will be unstoppable!

Negaduck: Long as we crack some skulls, I'm in.

Demona: The reward is too sweet to avoid. I too shall join you.

Doctor Doom: Your plan has some merit. Doom shall be part of this so called alliance.

Inquisitor: Very well, Phantom Blot. My master shall wreak the rewards once this Earth is delivered to him.

Pete: We're all in, Blot, but one problem.

Phantom Blot: What?

Pete: What about the six heroes? Mickey will send for them again, no doubt.

Phantom Blot: Fear not, Pete, for I foresaw that outcome and took them prisoner here. Observe.

Simba, Peter Pan, Jack Skellington, Hercules, Prince Philip, and finally Aladdin are all prisoner of the Phantom Blot.

Pete: Okay then. Now I'm ready.

Phantom Blot: Good.

Back on Earth, Walt leaves work, so he can go to the sandwich shop that is walking distance from his job. He takes a short cut through an alley way, but is soon stopped because he hears voices.

Walt: Who's there? Where are you?

Negaduck: Behind you, kid.

Walt turns to see Negaduck and Demona.

Walt: What the? You guys don't work at my job. I like your Negaduck and Demona costumes though. Two of my favorites right there.

Demona: Do not address like that, human.

Negaduck: And we ain't wearing costumes, Walt. We're the real deal.

Walt: What?

Doctor Doom: The psychotic fowl speaks the truth, Walt Whitman.

Inquistor: We are the real thing.

Walt: Demona, Negaduck, Doctor Doom, and the Inquisitor? You knew my name, so you have to be the real McCoy? You working with Hades, guys?

Negaduck: HAHAHAHAHAHAHAHA!! That walking bar-b-q pit! No, squirt, we're working with the Phantom Blot.

Walt: Not him!

Doctor Doom: By that tone in your voice, you obviously know and fear him.

Walt: Yeah, he's one of Mickey Mouse's arch foes. Along with Pete and Mortimer Mouse.

Demona: Your knowledge if impressive for a human, but now it is time for you to die!

Negaduck turns on his trusty chainsaw.

Negaduck: This is gonna hurt!

Negaduck leaps into the air with his chainsaw to strike at Walt, but Walt dodges quickly. Then he sees a trashcan, then he throws it at Negaduck, which knocks him against the wall of a building.

Demona: You will regret that, human!

Walt: You know, Demona, I know you hate humans and all, but not all of them are bad. Take Elisa Maza for instance. She has something you don't.

Demona: What?

Walt: Goliath's heart.

That angers Demona, so much that her eyes glow bright red and she screams. Then she lunges at Walt, but he quickly dodges out of the way and crashes into Doctor Doom instead. Walt tries to run away, but the Inquisitor stops him by using the Force.

Inquisitor: Impressive, boy. You give that child Ezra Bridger a run for his money.

Walt: Thanks. I take that as a compliment.

Inquisitor: Unfortunately it is time for you to meet your end.

The Inquisitor activates his lightsaber, but both blades too. Then he activates the spinning function and begins to bring Walt ever so closer to it until it pierces Walt's body.

Negaduck: Oh, I am so going to enjoy this.

Mickey: Then you'll be disappointed, Negaduck!

Walt: Mickey!

Mickey: Hiya, Walt. Long time no see.

Doctor Doom: Stop that vermin!

Mickey: Not gonna happen.

Mickey uses some kind of power to pin the villains to the walls of the buildings. Then he opens up a Mickey Mouse portal.

Mickey: Quick, Walt, get in!

Walt jumps in, but so does Mickey and it closes behind them.

Demona: No! He was in our grasp, but then that rat stepped in!

Doctor Doom: Calm yourself, Demona, for the battle is not lost. We have Walt's team as our prisoners.

Negaduck: A lot of good that does us, Doc. Of what the Phantom Blot told us, that walking road kill can just bring in more heroes.

Doctor Doom: Which is why we cannot afford to waste any time. Walt is gone for now, so then we use our own forces to attack this city. We will draw him and any possible allies out.

Demona: Then they are ours!

Doctor Doom: Precisely. Let us be off. We can return to our own worlds to recruit our forces, so let us prepare for war!

Walt and Mickey are now in the Disney Castle.

Walt: Oh, man, I missed that.

Goofy: Hiya, Walt. Good to see you, pal.

Donald: Yeah.

Walt: Donald and Goofy!

He picks them up and he hugs them.

Donald: Okay! Okay! Put me down!

Walt does, but comically drops him.

Donald: Why you!

Mickey: Easy, Donald, we need Walt, remember?

Donald: Yeah.

Walt: Great to be back, but I know it isn't for kicks. Four Disney villains lose on my world. Well technically Doctor Doom was acquired and the Inquisitor was made after Lucasfilm was bought out, but still bad.

Mickey: Ha. Ha. you haven't changed, Walt. Even though you're now a teenager.

Walt: I take pride in that, Mickey, so what's the problem? I heard from Negaduck that the Phantom Blot is behind this. Is that true?

Minnie: Afraid so, Walt. The Phantom Blot, as well as Pete have joined forces.

Walt: Pete, too? Then this is bad. There's nothing more he'd rather do than squish Mickey into goo.

Mickey: Precisely, Walt, which is why we need your help again.

Walt: Then let's get started. Assemble my old team, Mickey.

Clarabelle: Unfortunately, Walt, we can't.

Walt: What? Why?

Horace: The Phantom Blot foresaw we'd try to do that.

Daisy: So he captured them and is holding them in a fortress.

Mickey: And it's protected by powerful magics so we can't retrieve them.

Walt: Right, so I'll need a new team to set them free, then take the fight to the Phantom Blot.

Mickey: Precisely. This time though instead of choosing the select few, you can have anyone.

Walt: Anyone?

Mickey: Yes, Walt. All worlds are endanger of being re-written by the Phantom Blot and Pete. Choose those you deem the most necessary.

Walt: Awesome, Mickey. I already have four in mind. Four heroes who defeated those four I came across.

Mickey: Who?

Walt: Bring me Goliath, Darkwing Duck, Captain America, and Kanan Jarrus.

Mickey shows their images before Walt in holograms.

Mickey: Anyone else?

Walt: Oh, yeah. I'll need someone to help break into the fortress and get back my old team. A mission like this I can rely on three people.

Mickey: I think I know who you're talking about.

Walt: Yes, Mickey. I want Adam, Bree, and Chase Davenport.

Their images are shown to Walt.

Mickey: My magic is dwindling, Walt. I can only bring a few more before I need to replenish.

Walt: How many?

Mickey: I think I can get you at least three more.

Walt: Okay then. Then I also choose one of the best cartoon anthropomorphic platypus of the twenty-first century! Perry the Platypus!

His image is shown before Walt.

Walt: I could use a bit of magic since Mickey will be down for a while and I got just the one! Aladdin's pal the Genie! He'll be sure to help once he learns what happened to Aladdin.

His image is shown before Walt as well.

Walt: Then finally a bit more muscle to back up Goliath, Adam, and Cap, plus a bit more brains to go with Chase. Bring me Experiment 626 AKA Stitch.

His image is shown for Walt to see with his whole team.

Walt: Do your thing, Mickey old pal.

Mickey: Ha. Ha. Sure thing, Walt.

So without rhyme or reason, Mickey plucks each hero from their respective domains. Darkwing Duck was sleeping lazily in his house, Kanan meditating, Captain America training, Adam, Bree, and Chase teaching at their Bionic Academy, Goliath reading a book in the library, the Genie is actually frantically searching for Aladdin, Perry the Platypus sleeps happily with Phineas and Ferb, then Stitch is having fun with his so called cousins the other experiments. Then at an instant, they are all here in the Disney Castle, with some even in their uniforms or costumes and all are wondering where the heck they are.

Captain America: How did I get here and I'm in uniform?

Kanan: Ah, I sensed something powerful. It must have brought me here.

Darkwing Duck: Okay who's the wise guy that brought me here and put me in my costume? Who do I gotta pummel?

Chase: I can't reach the academy or Mr. Davenport, you guys.

Stitch: Ooh, where is Stitch?

Perry ask questions in his usual platypus clicking that really no one can understand.

Goliath: Someone explain this transgression and who are all of you?

Genie: Yowza! Guess I shouldn't have had those day old chicken wings?

Walt: You guys calm down and I can answer all your questions. I'm Walt and I have a long story to tell you, but it may be a bit hard to believe.

Captain America: Well, son, why don't you start from the very beginning?

Walt: Okay here it goes.

As Walt explains, the Phantom Blot gets wind of what Mickey has been doing and it is troubling.

Phantom Blot: Pete, there is trouble brewing.

Pete: What is it, Blot?

Phantom Blot: That rodent Mickey is gathering forces to stop us!

Pete: But we have Walt's team, what can he do?

Phantom Blot: Fool, there are other worlds Mickey can call on for help. We must move up our time table and expect the worse. I've gathered more villains, they must be our guards. For I fear Walt will attempt to rescue his old team as well.

Pete: Then no time to lose. Hey, Doom!

Doctor Doom: What is it now?

Pete: Here's a chance to make up to us. Begin the invasion by attacking the city you're in.

Doctor Doom: Very well.

Phantom: I can send you reinforcements.

Soon a portal opens and Stormtroopers, Doombots, Steel Clan robots, along with an entire army of villains step out of the portal.

Doctor Doom: Now let us begin.

Back at the Disney Castle again, where Walt finishes his story.

Adam: Dude, so you're telling me that we're not real? So this won't hurt.

Adam punches his brother Chase in the arm.

Chase: Ow!

Bree: Please tell me that I wasn't always going to have them for brothers.

Walt: You weren't even going to be in the show before.

Adam and Chase then start to laugh at Bree.

Captain America: You two kids cut it out. Walt, is the situation really this dire?

Walt: Afraid so, Cap. I know this is short notice and I know with the revelation I just gave you, it could shake your trust in me.

Darkwing Duck: A cartoon on TV, huh? Then I am famous all over the world! I'm ready to knock Negaduck down a peg or two.

Goliath: Whether fictional or not, I am a gargoyle. It is my duty to protect.

Adam: Ha. Ha. He said duty.

Kanan: Do we have to work with them, Walt?

Walt: Kinda do, Kanan.

Mickey: You'll have no choice because I am picking up some thing. Look.

The group shows images of Walt's city being attacked by an army of several Disney villains. There is a news report.

Reporter: It is utter chaos down here! In what could only be seen in children's entertainment, an entire army of villains all linked to Disney are attacking our city! What has the world come to when fictional characters are running amuck?!

Chuckles: HAHAHAHAHAHAHAHA! Fictional, huh? Well how do you like us now?!

Davy Jones: Indeed. You'll be going somewhere a lot worse if the boy Walt Whitman does not show himself.

Negaduck: And he better or else we'll take our anger out on the people! HAHAHAHAHAHAHAHA!

Negaduck uses his chainsaw to slice at the camera, ending transmission.

Captain America: We have to move fast.

Chase: Cap's right. The whole world is depending on us. Let's go.

Walt: Wait, I can't let you all go.

Chase: Why?

Walt: Because we also have others to rescue.

Goliath: Who?

Walt: My old team.

Bree: Old team?

Walt: Yes. This isn't the first time that Mickey recruited me. I led another group of six heroes against an alliance of villains. We have to save them, too.

Captain America: Okay we have our mission. We divide into two groups.

Walt: Exactly, Cap. I want you to lead Kanan, Goliath, Genie, along with Stitch and Adam to the city. Do what you can until the rest of us can get my old team back.

Captain America: Understood. Let's go, team.

Walt: The rest will help me save my friends. Be careful though. I bet the Phantom Blot and Pete will have their fortress swarming with villains as guards.

Chase: Then how will we do this?

Mickey: Once I'm back to full strength, I'll get you all more help. Right now the best I can do is get you to the fortress. Beyond that, you're on your own.

Captain America: We have our mission. Let's save some lives.

Adam: Yeah!

Genie: Okay, boys and girls, I can get us down there. Zippidy doo-dah and Alakazam!

The team vanishes in a cloud of some, thanks to Genie's magic. Back in the city, there are groups of Stormtroopers opening fire on the helpless civilians. In fact one has a mother and daughter in his sights. He is about to aim, but he is stopped, thanks to Captain America. Using his shield, he smacks the blaster out of the Stormtroopers hand, which hits the ground and ricochets back on his arm.

Woman: Captain...Captain America? This can't be real.

Captain America: I'm afraid so, ma'am. Take your little girl and get out of here. My team can handle this.

The woman and child see Kanan, who uses the Force to send dozens of Stormtroopers into the air. Genie uses his magic to trap them in cages or turn them into animals, Stitch grabbed four Doombots by his four arms and is swinging them around and around until they crash into a wall. Goliath soars from the sky to do his part as well. Adam uses a combination of his heat vision and super strength to take out the bad guys.

Adam: This is fun. Like shooting pigs in a barrel.

Captain America: Focus, soldier. We need to give Walt as much time as we can.

Doctor Octopus: Then I am afraid you will fail in your mission, Captain America.

Doctor Octopus has a giant octopus robot with eight very deadly legs, each with a different weapon.

Adam: Who's the walking seafood platter?

Captain America: Doctor Otto Octavius AKA Doctor Octopus. He's a scientific genius and a madman.

Kanan: Then let's take him out.

Doctor Octopus: Fools, do you think you can win against the limitless brilliance of Doctor Otto Octavius?!

Adam: He sounds just like Chase. I'm gonna enjoy bringing him down to size.

Doctor Octopus: Then face me, imbecile!

Adam: Oh, it's on now!

While they fight, Walt and his team make it to the fortress.

Chase: This must be the place.

Walt: Looks like it.

Chase: Bree, use your super speed to give us full detail of the perimeter.

Walt: Take Perry with you in case you run into trouble. See if you can try and find my old team, too.

Bree: On it. Come on, little guy.

Perry: (Platypus sounds)

He jumps on Bree's back so she can explore the area.

Walt: Good luck to them both.

Chase: Bree doesn't need luck, Walt. Though I have to ask why the duck has to be here.

Darkwing Duck: Because, monkey, I got the skill and the gadgets to pull off this rescue.

Chase: I am not a monkey! I am a human being! I got the intelligence and leadership capability to pull this off!

Walt: Quiet, you two. You want them to hear us?

Chase/Darkwing Duck: Sorry.

Bree and Perry return.

Walt: What do you got for me, Bree?

Bree: I found a back entrance, but it's heavily guarded.

Chase: Then we'll have to take them out first.

Walt: Yep and I have a plan. DW, come here please.

Walt whispers into Darkwing Duck's ear to tell him his plan.

Walt: Got it?

Darkwing Duck: Crystal.

Chase: Care to fill us in?

Walt: Nope. You gotta trust me on this. Bree, take Darkwing Duck and Perry with you. DW's gas gun can disorient the guards, then you three knock them out.

Chase: Yeah, I can be useful too. Just wait here, Walt and let the professionals do this.

So Bree takes the three of them while Walt waits for them.

Walt: Heh, like I'll wait on them. Chase may be a super genius with cool powers, but he was never my favorite guy on the show.

From the lair, Phantom Blot and Pete see Chase and the team of heroes.

Phantom Blot: We must prepare a welcome for them, Pete.

Pete: I'm on it, boss.

The back entrance, where the guards are surprised by a puff of smoke.

Darkwing Duck: I am the terror that flaps in the night! I am the popcorn husk stuck between your teeth! I am Darkwing Duck!

Chase: Great plan, Einstein, you gave us away. Use your gas gun and confuse 'em already.

Darkwing Duck: Okay. Okay.

He tries to shoot it, but nothin' happens. Soon though quite a few more giant guards show up. One is actually Shego, but there is also Gaston, Victor Krane, and unbelievably Doctor Doofenshmirtz.

Darkwing Duck: Uh-oh. Ah!

Darkwing Duck then runs away screaming like a frightened little child.

Chase: So much for his help. Walt should have picked a better hero than him.

Bree: At least we agree on one thing.

Doofenshmirtz: Ah, Perry the Platypus, your timing is impeccable and by impeccable, I mean completely peccable!!!

Krane: Bree and Chase, I'll look forward to getting even with you after I was hurled through the air like a basketball.

Chase: That's what you get for trying to take over our world with an army of bionic soldier.

Bree: Yeah and you're still ugly.

Krane: Enough! Destroy them!

Shego: Whoa. Whoa, computer face. The Phantom Blot and Pete want them alive, but I don't know why we can't rough them up a bit?

Gaston: Then let's do this already, shall we?

The three remaining heroes try their best to fight back, but unfortunately they get over powered and captured.

Chase: Good thing Walt can't see us now.

Bree: Yeah, we lost to a pharmacist, what's up with that?

Doofenshmirtz: Actually I'm an evil scientist. Oh, whatever, just bring them in.

They are brought in the lair before long, but back on the streets, Cap's team isn't fairing well. They are heavily outnumbered by the growing army of villains. There are literally dozens upon hundreds upon thousands showing up everywhere. From Zurg to Shere Khan, even Chuckles the Silly Piggy.

Chuckles: You got a problem with that, Mr. Narrator?

Narrator: They're just really scraping to the bottom of the barrel, aren't they?

Chuckles: I heard that!

Captain America: This is futile! We're going to get creamed! We need muscle!


Kanan: What the heck was that?

Captain America: A friend.

Hulk: Hulk, smash!

Cap's fellow Avenger the Hulk has come to lend a hand to his ally and the small team of heroes.

Iron Man: Hey, Cap, a little mouse told us you needed our help.

Captain America: Great timing, Stark. Fashionably late as usual.

Iron Man: You know I love to make an entrance.

Captain America: I do.

Huntsman: No, not when we have come so close! Destroy them!

Jake Long: Not so fast, Hunts-Chump because the Am-Drag is about to pull out a can of stomp on you!

Huntsman: The American Dragon. Finally a battle worth fighting.

More and more heroes come to join the fray against the growing Disney villain army. The Avengers, Kanan's rebel friends, Goliath's clan, Kim Possible, Captain Phoebus, Team Go, Buzz Lightyear and his team, even the twins Zack and Cody, who crash into Doctor Dimentor on a luggage cart. Plus kid karate champion Jack Brewer shows off some impressive martial arts moves of his own.

Captain America: Impressive form, kid.

Jack: Thanks.

Kanan: Just how did Mickey tap into enough magic to bring them all here?

Kim Possible: No big, Kanan. Let's just stop the bad guys.

Adam: Fine by me. Hey you're kinda hot.

Kim Possible: I have a boyfriend.

Adam: Yeah. Who?

Ron Stoppable: Um hello. That would be me.

Hawkeye: Flirt later! That's why I hate working with kids.

Back in the villain lair, Chase, Bree, and Agent P are brought before the Phantom Blot.

Phantom Blot: So you were the ones who thought they could infiltrate my sanctum unopposed?

Chase: Don't taunt us, Phantom Blot. Just finish us off already.

Pete: I can work with that.

Bree: I can't believe Darkwing Duck left us hanging.

Chase: And I can't believe we followed Walt into a fight like this. Dumbest move we ever made.

Walt: Well, you're half right on that one, Chase. Hit it DW!

Darkwing Duck: I am the terror the flaps in the night! I am the corner of the desk that hits your pinky toe! I am Darkwing Duck!

Walt: Let 'em have it, DW!

Darkwing Duck: With pleasure. Now let's get dangerous!

Walt: Love that line!

Darkwing Duck uses his gas gun to confuse the group of villains holding Walt's team. The distraction is just what he needed to free them.

Bree: Walt, you came for us.

Walt: Duh.

Chase: So did that duck.

Walt: All part of my plan.

Chase: Which was?

Walt: I used DW's showmanship to our advantage, Chase. His talent to show off wouldn't have worked if he got caught too.

Chase: Impressive.

Walt: Now let's free my friends and get out of here! You're with me, Perry. You three take them out!

Chase: No arguments here.

So then Walt and Perry go to free his old team with pretty much minimal distraction.

Phantom Blot: No they cannot be allowed to do this! Shego, Krane, Gaston, Doofenshmirtz, stop them all!

Shego: So I'm fighting a kid and a platypus? I really hit rock bottom.

Perry leaps in the air to show how serious he is and kicks her strait in the face.

Shego: So that's how you want to play it?

Perry: (clicking sounds)

Shego: Say what?

He delivers another kick to her face

Chase: Give it up, Crane. We took you down once, we can do it again.

Krane: Merely dumb luck on your part. I am the most powerful bionic human alive!

Bree: And yet we beat you.

So while the heroes are fighting their foes, Walt finds the cell that his old team is trapped in. He finds the keys on the wall, too and begins to unshackle them.

Aladdin: Walt, that you? You've grown.

Peter: If he came to Never Land, that never would have happened.

Walt: No time to mingle, Peter. We gotta go.

Jack: Then lead the way, friend Walt.

Walt: This way.

Gaston: You're not going anywhere!

Hercules: I got this, Walt.

Gaston tries to punch Hercules in his chest, but all it does is hurt Gaston.

Gaston: Uh-oh.

Hercules: Let me show you a real punch.

Which Hercules delivers and it sends Gaston straight through a wall. They run out of the cell and Walt can see that Perry has beaten Shego and even Doofenshmirtz.

Walt: Good work, Agent P.

He even salutes Perry, who salutes Walt back.

Philip: Walt?

Walt: I didn't come here alone, you guys. I kind of needed a new team to help with that.

Peter: So you replaced us.

Walt: No, Peter. I'd never do that. I love you guys. Chase! I got them now. We can escape!

Chase: What about the Blot, Pete, and Krane?

Walt: There's a battle back in the city, remember? We need to deal with them!

Chase: Right. How do we get back?

Mickey: Like this, Chase. Now that the team is free, I can use my magic to get you out.

Mickey opens several Mickey Mouse portals, which the two teams jump in to.

Phantom Blot: No! It won't end like this! All villains in the real world: destroy Walt Whitman! He is prime, so drop what you're doing and end him!

The team is in the city now and it is utter chaos here. There are literally hundreds upon thousands of Disney heroes and villains each trying to destroy one another to no avail.

Walt: Not good. We have to find the source of the power that brought all the villains here.

Chase: Right because with it gone, the villains will all return to where they belong and we'll save everyone.

Adam is thrown through the air and right in front of Chase and Bree.

Bree: Adam!

Chase: You all right?

Adam: Am I dead? Why isn't Chase dressed in that maid's outfit and delivering me fish sticks and taco sauce?

Chase: Yeah, he's fine.

Hercules: Walt, you better find cover. Every single villain here is going to want a piece of you.

Simba: I agree with Hercules, Walt. Get going.

Walt: I guess you're right. Go do your thing!

So as Walt goes to hide for his own safety, the villains begin to take their focus on him.

Ursula: There he is!

Queen of Hearts: Off with his head!

Walt: Great, all of the Disney villains are after me. Just glad I got a bunch of heroes looking after me.

Clayton: Not quite, boy.

Walt is grabbed by the hood of his sweatshirt and tossed to a car. He looks up to see his attackers.

Walt: Clayton? Capitan Monastario? You guys are here? I'm both excited and terrified.

Clayton: Oh you should be, dear boy. I wonder what your head will look like on my wall?

Monastario: I don't take any pleasure in running you through, boy, but so be it.

Walt: Somebody help me!


Monastario: What the devil was that?

Walt: I know it and I can't believe it!

A spear is tossed which pierces Clayton's gun to the ground thus making is useless. Then Walt sees another famous heroic figure.

Walt: Oh my sweet Aunt Petunia.

Walt sees the ape man Tarzan riding with Zorro on the back of his beautiful black stallion Tornado. Tarzan then leaps off of Tornado, then he lunges at Clayton.

Walt: Zorro too?!?! This is the greatest day that ever happened to me!

Zorro: Pardon our tardiness, muchacho.

Monastario: Zorro, you'll pay for making me look like a fool, de la Vega!

Zorro: Permit me to say, Capitan, that my services are not needed to make you look foolish.

Walt: Oh, yeah! Zorro vs. Monastario part two! Zorro, carve your Z into his chest for me!

Zorro salutes Walt with his sword and will do just that for Walt and now Zorro and Monastario engage in their duel with one another.

Zorro: Tornado, take Walt away from here! Go!

Walt: Oh, come on. I want to see the duel.

Zorro: I'm afraid I must insist, young señor.

Zorro even points his sword to Walt's chest.

Walt: Okay, I'm going.

So then Walt jumps onto Tornado and the loyal horse takes Walt away to a safe place, but soon a stray magic bolt hits below Tornado's feet, which makes him throw Walt.

Walt: Ow. What on Earth was that?

Winifred: Just a bunch of hocus pocus.

Walt: Winifred Sanderson? You know, my mom loves your movie and so do I. Great flick to watch on Halloween.

Winifred: You flatter us, young man, but thou dost meet thine end tonight! Sarah!

Sarah: Come little children, I'll take thee away into a land of enchantment. Come little children, the time's come to play here in my garden of magic...

Soon some of the more child like heroes come to slay Walt thanks to Sarah's song. Some of them are the Recess gang, Lilo, Mowgli, Alice, Pinocchio, Jake and his pirate crew, even Phineas and Ferb. Then so many others do so as well like Dipper and Mabel, and unfortunately it looks like even Peter Pan fell to her song.

Walt: Peter, snap out of it, man. Come on, this isn't you.

Winifred: They cannot hear you, Walt. They belong to us.

Flora: Fear not, Walt, for they shall not be under their wicked spell much longer! Evil comes and evil goes, release these children from under evil's nose!

The three good fairies: Flora, Fauna, and Meriwether use their good magic to undo the three evil witch's spell. The kids slowly begin to come out of it.

Mary: Uh-oh. Bye-bye.

Mary and even Sarah fly away in fear.

Winifred: Come back, you cowards! Fight back!

Meriwether: Oh no you don't, witch!

Meriwether casts a spell on Winifred's broom which sends her hurdling away.

Walt: Oh, man a fight between the three good fairies and the Sanderson Sisters. Too bad my mom didn't see this. But this is taking too long. I have to find the source of it all and stop it.

Soon Chase is tossed near Walt on his back.

Chase: Ow!

Walt: Let me help you up. What happened?

Chase: I got tossed by a gerbil in a robot suit.

Walt: Hamster.

Chase: What?

Walt: Anyway, man, what are we gonna do?

Chase: Got me. I'm the smartest guy in the multiverse and I have no idea what to do. My brain isn't suppose to compute the supernatural.

Walt: Dude, there are people here that are like ten times smarter than you, but now isn't the time for egos. Let me think. Wait I think I got it!

Chase: What?

Walt: I saw that green orb next to the Phantom Blot and Pete. Even in the battle, they never left its side.

Chase: That's got to be it, Walt. Wait, who do you think is smarter than me here?

Walt: Dude, really?

Chase: Right. Sorry.

Walt: We need to get back to the lair and stat.

Chase: We can't go alone, we might get creamed.

Walt: No problem. Remember, I got an entire army of Disney heroes here?

Chase: Right.

Walt: And I know who to call. Time to pull both my teams together.

Back at the lair of the Phantom Blot.

Phantom Blot: All does not bode well. I could not imagine all these heroes showing up!

Pete: Then we gotta scram on out of here!

Phantom Blot: No, I will not retreat, darn you! With this I will just bring in more villains.

Pete: Which'll lead to more heroes, so let's go.

Phantom Blot: Then you leave! I grow tired of you!

The Phantom Blot uses the green orb to send Pete away to the city, where he is surrounded by heroes.

Pete: Ah, crud.

Phantom Blot: Good riddance to bad rubbish.

Walt: I'd have to agree on that once, Blot.

Phantom Blot: Walt Whitman, here again to try and stop me? You cannot, boy, for I am invincible!

Walt: No you're not, Blot. Your entire army is off fighting mine in the city. You have no more power.

Phantom Blot: Wrong! I still have this!

He holds up the orb.

Phantom Blot: With this orb, I can tap into the limitless worlds created by Disney!

Walt: Not gonna happen, Blot. You see there is a huge difference between us.

Phantom Blot: What?

Walt: While you have servants, I have friends.

Phantom Blot: And where are these friends of yours?

Soon the orb is lifted out of Blot's hand.

Chase: Right here.

Walt: Nice trick with the molecularnesis, Chase.

Chase then lowers it into Walt's hands.

Phantom Blot: Give that back!

However soon he is grabbed from behind by Adam.

Adam: Got 'im.

Phantom Blot: Unhand me you simpering, unintelligent microbe.

Adam: Dude, harsh.

However suddenly a lightsaber is put against Blot's throat, which belongs to Kanan. Prince Philip then points his mighty sword against Blot's chest, and Peter points his dagger at Blot too. The rest of both of Walt's teams show themselves before the Phantom Blot.

Captain America: It's over, Blot, surrender quietly.

Phantom Blot: Oh, poop.

Chase: Then what?

Walt: I use this thing to send all the villains back.

Walt raises the orb in the air and commands for it to do so and as commanded, the orb sends every single Disney villain loose on Earth back to their world.

Negaduck: No! No! No!

Demona: Defeated by a mere boy! AAAAAAAAAAAHHHHHHHHH!!!!!

Every single villain all vanish in a green puff of smoke and they are all back in their worlds.

Walt: Now to destroy this thing.

Mickey: Not quite, Walt. This orb can also be used for good, as well as evil. Combing my magic with it, I can erase all the villain's and remaining heroes memories, and restore the city.

Walt: Do they really have to lose their memory?

Mickey: Afraid so, Walt. It'll be too dangerous if any villain knows about the real world, it could put it in grave danger.

Walt: I understand.

Chase: But what about all of us?

Aladdin: Yeah, Mickey, you didn't erase our memories last time.

Mickey: I think it'll be okay if you guys still know. Just keep it a secret.

Walt: We can, Mickey, but what about the people of Earth too?

Mickey: It's vital that our existence stay a secret for our protection, as well as theirs. So as I rebuild the city, everyone on Earth's memories will be erased. Including Phantom Blot's who will be sent to an even more secure prison.

Phantom Blot: No not again!

Mickey: Ha. Ha. Yup.

Phantom Blot is soon mystically transported away too.

Mickey: The war is over and the battle won, Walt. What next?

Walt: How about another picture, Mickey? It's not everyday that I save the world with a little help from my friends.

Mickey: Okay then.

Mickey gets another camera and this time not only does Walt get a picture with both teams, but every single hero that was on his side. Which Walt hangs in his locker with the other picture of his last adventure.