In the turtles lair, the turtles and the mutanimals were still hanging out and relaxing, until their human friends scrambled inside, "Guys! Trouble!" Pinkie cried.
The mutants turned their attention to their comrades, as Leo spoke, "What happened?"
"We were ambushed by two mutants." Twilight began.
"And they took off with Flash, Applebloom, and the others." Applejack explained in worry.
The mutants knowing how bad the situation sounded were shocked, as Donnie spoke, "Anything specific about these mutants?"
"Both of them were insects." Sour began.
"And they said their names were Scumbug and Antrax." Starlight added.
The turtles gasped, as Mikey spoke, "Oh, that's messed up, yo."
"You know them?" Rainbow inquired.
"Yeah," Raph confirmed, "Back when Stockman was still a fly, he created those two mutants to help him steal money for Shredder."
Donnie added, "We stopped them, but Stockman got away. We had locked the two mutants up in a storage container by the docks hoping they wouldn't escape."
"Lot of good that did since they escaped." Sugarcoat bluntly stated.
"We have to get our friends back," Rarity began, "Who knows what they'll do to them and my sister."
"And we will, Rarity," Leo promised, "Turtles, Mutanimals, girls, suit up!"
And so the team started prepping up for their mission. When they finished packing the essentials, April and Casey entered the lair looking ready themselves, "We got your message, Leo." Casey began.
"Everyone all set?" April inquired.
"You bet we are, April." Applejack confirmed.
"Then let's head out." Slash declared.
"Do we even know where to begin looking?" Juniper asked.
"Don't worry, with my psychic powers combined with Rockwell, we should be able to hone in on their location." April explained.
"Two psychic heads are better than one." Rockwell joked.
"All right team. Let's go." Leo instructed, as the group headed off.
Meanwhile back at the Bug Thugs lair, Scumbug had placed the rest of the students on a giant spider web suspended between two piles of crates. The group struggled, as Micro Chips spoke, "Now I know how a fly feels when they get stuck in one of these."
"It's not cool." Sandalwood added.
Spider Bytez watched and snickered, "Yes, this is just right."
"What're you gonna do to us?!" Flash demanded.
"What else? You kids are gonna be dinner for us." the spider mutant answered.
"Dinner?" the CMC cried.
"You're really going to eat us?" Derpy trembled.
"Don't be stupid. We don't eat things. We suck them dry." Spider Bytez explained sadistically.
"It's actually true." Micro Chips replied, still frightened. Lyra and Bonbon could only scream in fright over what is planned for them.
Out in the city, the ninjas were following Rockwell and April's lead, as they were concentrating on their friends minds, "Any luck?" Sunset asked the two.
"Not yet." Rockwell answered, as he concentrated, before gasping, "Wait a minute. I'm sensing something close."
"I do to." April agreed.
"Lead the way." Twilight said, as they followed them.
Back at the Bug Lair, Spider Bytez suspended by a thread was inspecting the captured humans with Scumbug, "Let's see, who do I start with?"
"Can't ya pick faster? I'm hungry!" Scumbug said impatiently.
"Don't rush me!" Spider Bytez argued.
"So this is how it ends?" Bonbon asked, "Becoming a snack for mutant bugs."
"Not how I wanted to go out." Lyra cried.
"Me neither," Sandalwood added, "I'd rather die in my sleep butt-naked." the group looked at Sandalwood looking disturbed.
Suddenly the door to their lair burst open courtesy of Leatherhead who roared. The rest of the team scrambled in armed and ready, "All right, ya Bug Thugs. We gotcha right where we want ya." Mikey declared.
The group saw Spider Bytez lowering down from his thread before landing on the floor, "Spider Bytez?" Leo asked.
"Well, if it ain't the Kung-Fu Frogs." Spider Bytez mocked.
"Um, excuse me," Micro Chips interrupted, "Sorry to interrupt, but they're turtles not frogs. Frogs don't have shells on their backs, plus frogs are amphibious where as these turtles are reptilians. Second of all, their fighting style is Ninjitsu not Kung Fu."
The captives face faulted, as Flash spoke, "Not a good time to educate the spider mutant, WHO WANTS TO EAT US!"
"Just wanted to be accurate." the tech boy answered.
"He knows we're turtles," Raph began, "He just calls us frogs to get under our shells."
"Because he's so obnoxious." Rainbow added.
Casey turned to Scumbug and Antrax, "You two working for a spider now?"
"Ever since Baxter abandoned us, and you guys locking us up we managed to escape but we had no purpose or anywhere to go," Scumbug began, "Then this guy came along and took us in."
"That's right," Spider Bytez confirmed, "Now let's see you girls and frogs take on the three of us."
"That's not gonna be a problem." Rainbow answered.
"Mutanimals, go!" Slash ordered.
"Ninjas, let's take 'em!" Leo ordered, as the group went into battle. Leo, Raph, Slash, Twilight, and Sunset, went at it with Spider Bytez. Casey, Leatherhead, April, and Mona Lisa went after Scumbug. While everyone else took on Antrax and his expanding number of drones.
Slash was slamming his mace into Spider Bytez, while he was spitting acid, "You need so many breath mints." Slash told him.
"And you need a makeover, ugly frog!"
Slash growled, until Fluttershy and Raph came by and calmed him, "Remember, this is how he gets to you." Raph reminded him.
"Yeah. Gotta concentrate on him." Slash agreed, as he and Raph tag teamed against him, before Leo noticed the captives.
Leo used his grappling hook to swing over and cut the kids free, "Thanks, Leo." Flash said.
"No problem. Listen, our friends could use your help. Are you up to the task?" Leo asked, while presenting them with the very weapons they used at Camp Everfree.
Flash took his Mambu Duo Swords, "Count me in."
Lyra and Bonbon took their old Ninjaru flutes, "Us to." Lyra confirmed, as the besties smiled at each other.
Derpy strapped on her two Tegaki Hand Spikes and Ashiko Shoe Straps, "I'm game." she gave a thumb's up.
Micro Chips took his old ninja scythe, and Sandalwood took his Ninja shield. The Tech boy spoke on behalf of the two, "We're ready to go."
"Yeah." Sandalwood confirmed.
Leo smiled before offering the three weapons Mikey gave to the CMC back to them, "How about you girls?"
"You're serious?" Scootaloo asked.
"Just stay safe." Leo instructed.
"You bet." Applebloom nodded in assurance.
"Come on, guys, let's take them!" Flash called, as they joined in the battle.
Throughout the lair, the Rainbooms and Shadowbolts along side their ninja allies were taking down ant drone after ant drone. Applejack jumped onto one and grabbed its antennae making it cry, "Yee-haw!" she rode it like a horse, as it jumped around taking out more of its own drones.
Twilight looked around the hideout and started formulating a plan, "Girls get Scumbug and Antrax together!" the ninjas defeated the drones and were backing Scumbug and Antrax into each other, "Leo, Raph, Slash! Knock Spider Bytez to us! And Applejack, kick!"
The group caught on and put her plan into motion. The turtle brothers fought Spider Bytez before knocking him closer to the others. Applejack ran at him activating her magic, "Coming at ya, eight-legs!" she did a ninja kick at Spider Bytez sending him rolling backwards.
Scumbug and Antrax saw their boss was rolling right for them and screamed. The three collided and bounced up flying right into the web the others were captured in. Upon hitting the web, it wrapped around them like a net. They hit the floor and all three insect mutants were tangled together in a webbed ball.
"Oh, darn it!" Spider Bytez cursed.
The team cheered, as they came together and high fived, "We were awesome!" Rainbow cheered.
"You bet we were." Micro Chips agreed.
"Come on team, let's get out of here." Leo said, as they started walking for the exit.
Spider Bytez called out, "You frogs get back here! I demand you get us out of this mess!" the group closed the door leaving the three insect mutants stuck and alone, "Please!" the spider mutant pleaded.
The turtles dropped the students off outside the hotel, "Thanks for the lift." Flash thanked them.
"You dudes, are truly cool." Sandalwood added.
"We'll see you guys tomorrow." Lemon said.
"Until then." Mikey said, as the turtles headed home.
Twilight spoke to the group, "We're so sorry you got caught up in this spectacle."
"Well, after dealing with living plants at Camp Everfree, this wasn't so bad." Bonbon admitted.
Applejack, Rarity, and Rainbow turned to the CMC, "As you three," Applejack began, while the younger trio prepared to be lectured. Applejack smiled, and continued, "Ya'll did some good work back there."
"Ya mean it?" Applebloom asked, as she and her friends were curious.
"You bet ya were." Rainbow confirmed.
"You may not have ninja training, but you were able to defend yourselves." Rarity admitted.
"Does that mean we can train to be ninjas too?" Sweetie Belle asked hopefully.
"Let's not get ahead of ourselves." Applejack replied.
"Come on, you guys. I'm beat." Sunset said, as everyone went into the hotel for role call.