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In the badlands of Car Land, Mario, Luigi, Princess Toadstool and Toad are riding in a brown convertible car, planning on rendezvousing with several Mushroom rebels; it seems the evil King-of-the-Road Koopa had stolen all the spaghetti sauce in Car Land and the rebels Mario, Luigi, Toad and Princess Toadstool were planning on meeting had been making more of it. Unfortunately, as Mario, Luigi, Toad and Princess Toadstool drive onward, they notice they are being followed by one of King Koopa's State Troopa minions. As Mario begins trying to convince Toad, the car's driver, to pull over, the State Troopa begins to try and blast Mario, Luigi, Toad and Princess Toadstool with explosive projectiles fired from a Cobrat; after narrowly avoiding a projectile shot by the State Troopa and its Cobrat, Toad, Mario, Luigi and Princess Toadstool decide to stop their car on the side of the road.
Stopping alongside the parked Mario, Luigi, Toad and Princess Toadstool, the State Troopa grabs his car radio and radios to King Koopa that he is about to arrest Mario, Luigi, Toad and Princess Toadstool. Getting the State Troopa's communication, King Koopa, who is on a nearby cliff with Mouser, radios back that the State Troopa should capture Mario, Luigi, Toad and Princess Toadstool and be sure to not let them escape; after communicating this to the State Troopa, King Koopa tells Mouser that soon he'll have the rebels' spaghetti sauce and once he does get it, he'll sell it to the inhabitants of Car Land for an extremely large amount of money.
Down below, the State Troopa, brandishing his Cobrat, has made Mario, Luigi, Toad and Princess Toadstool stand up against their convertible and is refusing to acknowledge their rights. After the State Troopa says that Mario, Luigi, Toad and Princess Toadstool won't be able to call their lawyers or their mothers, he is suddenly dive-bombed by a helicopter seemingly created from a trash can.
Seeing that the helicopter, which is being piloted by a Mushroom rebel, is turning around, the State Troopa frantically hides underneath his car. With the State Troopa hiding, the helicopter drops down a rope ladder and tells Princess Toadstool to grab hold of it; Princess Toadstool does grab this rope ladder, though only after being convinced by Mario, Luigi and Toad to, who say the'll be alright and we'll meet her at the rebels' desert base.
As Princess Toadstool rides the helicopter off into the distance, Toad informs Mario and Luigi that now is there chance to escape from the State Troopa; unfortunately, the State Troopa, appearing behind Mario, Luigi and Toad and wielding a Bob-omb, says that Mario, Luigi and Toad won't be going anywhere. After the State Troopa says this though, the radio in his car begins to emit King Koopa voice, who is demanding the State Troopa report to him. The State Troopa, not wanting to anger King Koopa, goes to answer his radio, leaving the Bob-omb to watch Mario, Luigi and Toad.
Looking at the Bob-omb, Toad gets an idea and begins to taunt the Bob-omb, causing it to become so angry that it lights its own fuse. Noticing the Bob-omb's lit fuse, Toad yells for Mario and Luigi to begin to run and hide, which Mario and Luigi do. After talking to King Koopa on his radio, the State Troopa, seeing that Mario, Luigi and Toad are gone, begins to berate the Bob-omb, only to notice its fuse is lit; panicking, the State Troopa lunges at the Bob-omb and manages to put out its fuse with his fingers, just before the Bob-omb explodes.
Elsewhere in Car Land, Princess Toadstool and here Mushroom companion have reached the Rebel Fort and are in the process of landing their helicopter. Near the fort, King Koopa has just ordered the Koopa Pack, consisting of Mouser and several State Troopas, all riding cars, to siege the fort. Seeing King Koopa and the Koopa Pack approaching, Princess Toadstool tells the Mushroom rebels that they have to keep King Koopa and the Koopa Pack away from the fort, at least, until Mario, Luigi and Toad arrive.
Grabbing several Vegetables, the Mushroom rebels and Princess Toadstool begin to throw them at the Koopa Pack and successfully knock several State Troopas, as well as Mouser, from their cars. As King Koopa begins to become enraged, a car, with three Birdos on it, passes him; the Birdos riding this car proceed to shoot several eggs at the Rebel Fort, seriously damaging it and causing a fire.
In their brown convertible, Mario, Luigi and Toad are driving along a road in Car Land, calmly relaxing and listening to music on the car radio. While driving, Mario, Luigi and Toad suddenly get a radio transmission from Princess Toadstool, asking them for help; hearing Princess Toadstool's plea for assistance, Mario flips a switch in his car, releasing a large turbine from the back of it, which proceeds to propel the car forward at incredible speeds.
At the Rebel Fort, King Koopa is overseeing the battle between his Koopa Pack and the Mushroom rebels, only to be informed by Mouser that Mario, Luigi and Toad have escaped capture from the State Troopa from earlier. Enraged, King Koopa orders Mouser to set-up an ambush to annihilate Mario, Luigi and Toad.
While traveling towards the Rebel Fort, Toad, noticing several State Troopas, informs Mario that they are following them. Looking in his rear-view mirror to see the State Troopas, Mario is informed of the fact that a large truck with several faucets on it has just parked in front of them. Seeing the truck, Mario yells for Luigi and Toad to get ready to jump from the car; right before they hit the truck, Mario, Luigi and Toad stop their car and leap from it, being sent above the clouds.
While above the clouds, Toad, seeing a Starman, proceeds to grab it, just before he, Mario and Luigi plummet towards the Rebel Fort. Seeing Mario, Toad and Luigi falling from the sky, Princess Toadstool has several Mushroom rebels gather and stack mattresses nearby, which Mario, Luigi and Toad fall on and safely bounce off of.
Seeing that Mario, Luigi and Toad have survived their fall from the sky, King Koopa orders Mouser to bring forth his ultimate weapon, the Thunder Birdo. Receiving this order, Mouser drives a large car carrying a Birdo quite monstrous in size up to the Rebel Fort. Once close to the Rebel Fort, the Thunder Birdo proceeds to launch a giant egg at, which violently explodes upon contact with the fort.
After his bombardment of the Rebel Fort, Mouser, extremely excited, tells King Koopa that they should overrun the fort right now. King Koopa, calming Mouser down, says they should wait for the smoke around the fort to clear before attacking it, saying Mario, Luigi, Toad and Princess Toadstool could be preparing some sort of trap.
Inside the Rebel Fort, Princess Toadstool, Luigi, Toad and Mario, having survived the Thunder Birdo's attack by climbing into some manholes, begin to form a plan on how to defeat King Koopa; Princess Toadstool instructs Mario to take a truck filled with spaghetti sauce away from the Rebel Fort, luring King Koopa and the Koopa Pack away from the place, Princess Toadstool then instructs Luigi to drive a helicopter through the air and keep look-out.
After giving her instructions to Mario and Luigi, Princess Toadstool is shown the Starman Toad collected by Toad; seeing the Starman, Princess Toadstool tells Toad that, with it, he can become a "Toad Warrior" and gain several superpowers. Hearing Princess Toadstool say this, Toad instantly activates the power of the Starman and inexplicably gains a leather jacket, spiked helmet, driving gloves and a motorcycle. Proclaiming he is the Toad Warrior, Toad asks a nearby Mushroom Person to give him five Bomb Plants.
After Toad asks the Mushroom for these Bomb Plants though, the Rebel Fort is struck by another egg shot by the Thunder Birdo; after this egg hits the fort, Princess Toadstool tells Mario, Luigi and Toad to begin her plan.
Outside the Rebel Fort, King Koopa is finally convinced by Mouser to overrun the fort; before King Koopa can order the Koopa Pack to attack the Rebel Fort though, he and Mouser are knocked aside by Mario and Princess Toadstool, who are driving a tanker truck filled with spaghetti sauce; getting off the ground, King Koopa orders the Koopa Pack to chase Mario and Princess Toadstool, only to be knocked to the ground by Luigi and his helicopter and later, run over by Toad and his motorcycle.
While driving along, Mario and Princess Toadstool are attacked by a State Troopa, who throws a Bob-omb into the cab of their truck. Grabbing the Bob-omb before it explodes, Mario gives it to Princess Toadstool, who proceeds to throw it at a nearby State Troopa. Up above, Luigi dips his helicopter downward to avoid a bird, accidentally dive-bombing a State Troopa in the process, knocking him off his car and blowing it up.
As Luigi regains altitude, a nearby car carrying three Birdos fires eggs at Mario and Princess Toadstool's truck; though the eggs miss the truck, the cause it to swerve, causing Princess Toadstool to almost fall from the truck's cab. As Princess Toadstool manages to re-enter the truck cab, Luigi drops a Bob-omb on the car carrying the Birdos, causing it to blow-up and send it State Troopa driver and Birdo passengers tumbling on to the road.
King Koopa, driving alongside his State Troopa minions, is eventually approached by Toad, who is riding his motorcycle; pulling-up alongside King Koopa, Toad convinces him to race him, with "King-of-the-Road Koopa" threatening him.
As King-of-the-Road Koopa and Toad race, Mario and Princess Toadstool find themselves surrounded by State Troopas and Mouser, who has the Thunder Birdo as his passenger. Seeing the State Troopas, Mouser and Thunder Birdo approaching, Princess Toadstool exits the cab of the truck and climbs on top of it; seeing that a State Troopa has jumped on to their tanker truck, Princess Toadstool throws a Bob-omb at them, knocking him off.
Seeing Mouser and the Thunder Birdo approaching, Princess Toadstool throws her Bob-omb bag at the Thunder Birdo, which lands in its mouth. The Thunder Birdo immediately swallows it whole, resulting in it blowing itself up in the process, flinging Mouser up into the air; seeing Mouser rocket upwards, Luigi, upon seeing Mouser fall back towards the ground, throws a Bob-omb at him, which explodes in Mouser's face, flinging him over the horizon.
Elsewhere in Car Land, Toad tells King-of-the-Road Koopa that the two of them are going to race towards the Grand Koopa Canyon, with the winner of the race getting all the spaghetti sauce in Car Land. Having dispatched of Mouser and all of King Koopa's State Troopas, Princess Toadstool, Mario and Luigi head towards the Grand Koopa Canyon.
Steadily approaching the Grand Koopa Canyon, King-of-the-Road Koopa convinces Toad to, instead of racing, play a game of Chicken, with whoever slows down while approaching the Grand Koopa Canyon first, losing the game; agreeing to King-of-the-Road Koopa's proposition, Toad and King-of-the-Road Koopa begin to accelerate towards the Grand Koopa Canyon. Instead of stopping though, Toad and King-of-the-Road Koopa attempt to jump the Grand Koopa Canyon, with only Toad making the jump, while King-of-the-Road Koopa crashes into the canyon face, becoming embedded in it.
As King-of-the-Road Koopa falls into the Grand Koopa Canyon, falling into a river after deploying a parachute, Toad returns to his normal form, losing his Toad Warrior powers, thus having his motorcycle turned into a yellow tricycle with training wheels. Rushing-up to Toad, Princess Toadstool congratulates him and Mario and Luigi in helping reclaim Car Land's spaghetti sauce.
After this praise, Mario, hungry after having nothing but dried pasta for weeks, rushes to the tanker truck containing the spaghetti sauce and, despite Princess Toadstool's warnings, turns a faucet on it. Before Mario can react, he is suddenly blasted with spaghetti sauce being shot from the truck's faucet. As Mario is knocked to the ground by the stream of sauce, which he is desperately drinking, Luigi, Toad and Princess Toadstool give an amused laugh at him.
Animation and Continuity errors