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Continuing from last episode, SMG4 and his pals are captured on the teletubmarine. It is up to them to find a way to be able to escape from the clutches of A.S. Swipe. Will they ever be able to find a way to escape, find safety and ever return back home?
The video begins with a recap of the events of the last video.
A shadowy figure came and attackked A.S.Swipe's crewmen in the control room, killing them all without A.S.Swipe's guard. Meanwhile, A.S.Swipe put Fishy Boopkins in a small cage so that he could be entertained by Boopkins singing, done with his electrocution inside the cage. A.S.Swipe then proceeded to go in Sector 2-SX-C, ready to get rid of X, FM, Mario, SMG4, and Ben. But before that, the same shadowy figure from earlier had seemingly attacked Fishy Boopkins too.
In Sector 2-SX-C, the five were desperate to escape A.S.Swipe's torture plan, which was by feeding them to a Chain Chomp. After A.S.Swipe came in and lowered the cage down, fear has struck and A.S.Swipe was already laughing viciously, while Ben's attempts to free them with "mermaid magic" had only caused Mario's face to become deformed. Then, A.S.Swipe saw Fishy Boopkins get thrown into a nearby wall while the shadowy figure came in and exposed herself as Ben's mom, complaining about the things that Ben did in the past few hours including becoming a mermaid. Her words caused the Chain Chomp to flee from the scene, not bothering to attack the hostages in the cage.
A.S.Swipe wasn't happy about his death machine quitting, so he called his Teletubby crewmen to attack Ben's mom. But despite her appearance, she fought and defeated all of the crew but one, who sent her into extreme pain that was only made worse when Ben later threw her cane at her head. A.S.Swipe was still not done yet, so he assembled all of his fallen crewmen to make himself a mech and finish off Ben's mom. However, he didn't notice that the cage was in the way, so he accidentally broke it up and freed the five.
Ben saw his mom on the verge of being finished off, so he told the gang to help him save his mom. Unfortunately, Mario was reluctant to do so, so the four attacked without him, only to backfire when A.S.Swipe threw Ben's mom and hit all the heroes including Mario. Suddenly, Fishy Boopkins woke up when he saw A.S.Swipe taunting the heroes, so he decided to become a hero himself by calling the Dorrie, who was the sea monster that sank SMG4's cruise ship. Excited about finally having friends, Dorrie hit the submarine and caused it to leak, destroying A.S.Swipe's Teletubby mech and leaving the heroes to escape the vessel before it submerges underwater permanently.
A.S.Swipe still wanted to stay with his submarine, so he decided that the heroes should go down with him. As a result, he built a wall of Teletubbies in an attempt to prevent them from leaving. But Fishy Boopkins was able to open his mouth to an extent where it was wider than his body, and swallow the wall in its entirety. With A.S.Swipe no longer a threat to them, the Marios, Ben, and Ben's mom all returned home by riding on Dorrie's back, while the submarine sank with A.S.Swipe and his Teletubbies inside. Witnessing the heroes heading into the sunset, Fishy Boopkins sang "I Will Always Love You," the same song that he sang as hostage earlier when he was electrocuted.