A few days have passed since the Guardians and Animals at the Central Park Zoo had witnessed the strange event of each Guardian turning into an animal at the zoo. All the zoo animals had welcomed their new friends with open arms or flippers.

At 7:30 in the morning, The Lemurs were waiting for the zoo to open and eating some fruit. The chimps were still sleeping in their habitat, while Erika and Marlene were talking about the boys in the zoo. And as always the penguins were doing their morning drills.

"Okay boys and Sam, I think we have done enough drills for today." Skipper announced to the four penguins in front of him.

"Yay!" the four penguins cheered.

"Now on to combat practice." Skipper said to his team.

"Why, Skipper?" Private asked his leader.

"I want see how good Sam is in combat." Skipper replied as he stared at Sam with a grin.

"Alright, let's get started then." Sam smiled at the four penguin boys.

"But no powers, Sam." Skipper smirked back at her.

"Wasn't planning on using them." Sam shrugged as she got into a fighting stance.

"Alright on my mark, 1 2 3!" Skipper ordered as he and the others jumped into air, trying to penguin pile on Sam.

Sam watched as the four male penguins jumped through the air to try to pile on top of her. Thinking quickly, Sam rolled to her right and stood up just in time to see Skipper, Rico, Private, and Kowalski pile on top of each other. Sam waddled over to the four penguin boys to help untangle themselves from each other. Skipper was at the bottom of the penguin pile as Sam reached out to grab his flipper with hers. Skipper gladly took it , but as he stood up he flipped Sam over him and watched her land on her stomach.

"One thing to remember, never help your enemy when their down." Skipper muttered as he turned to face Sam, who was still on the ground.

"I will keep that in mind." Sam said as she twisted her body around, knocking Skipper off his feet and making him land on his back.

"Another thing to remember is always to expect the unexpected." Skipper groaned as he rolled on his belly to stand back up.

"That was a giveaway." Sam snickered.

"Rico, surprise me." Skipper ordered as he turned to Rico.

Rico threw up a bomb and rolled toward Sam, but Sam moved swiftly out of its way and watched it fall into the pool. Realizing the attempt was a failure, the five penguins started into a huge fight with their flippers. Sam blocked every one of the four penguins blows until she felt somthing slam right into her legs and knocked her over on her stomach. Then suddenly, Sam felt a large amount of weight on her back as she realized the four boy penguins had piled on her back. Struggling to break free, Sam managed to roll to her left and heard three splashes. Sam peered over the edge of the HQ and saw Skipper, Kowalski, and Rico swimming in the pool below. Only seeing three male penguins, Sam turned her head to the left and saw Private coming to sit down next to her. Private and Sam looked down toward Skipper, waiting for his reply.

"Alright guys, Combat Practice is over for today." Skipper answered as he, Kowalski, and Rico jumped out of the pool and came to sit down beside Sam and Private.

"We didn't hurt you, did we, Sam?" Kowalski asked her.

"No, but you guys aren't hurt, right?" Sam replied as she looked at the four penguin boys.

"No, but you are really good at combat, Sam." Skipper, Kowalski, and Private commented.

"Ah, huh." Rico piped.

"Thanks, guys!" Sam exclaimed.

Meanwhile, in the Lemur Habitat.

"What the heck are those silly penguins trying to do to the new female penguin?" King Julien muttered as watched the previous penguin combat practice through his binoculars.

"Hey, that female penguin is my friend!" Jonah yelled at Julien as jumped up from his relaxed position and stood to look at the Penguins' Habitat.

"Then, what are they doing to your friend; uh, what is her name, again?" King Julien asked as he continued to stare at the Penguin Habitat.

"The penguins are just doing their regular morning drills, Your Majesty, and her name is Sam." Maurice answered promptly to King Julien before Jonah could utter a word.

"You're so crazy, Maurice; the silly penguins don't do those moves every morning." King Julien laughed at Maurice.

"Well, if it is just combat practice, Sam should be fine." Jonah replied with a grin.

"What makes you say that, Jonah?" Mort squeaked as he came walking toward the three tall lemurs.

"Sam is tough and very quick." Jonah said simply.

"He's right." Maurice suggested as he remembered how Sam had dodged the four penguins just they were about to pile onto her.

The Lemurs continued to talk amongst each other, totally oblivious to a small animal entering their habitat. It was Sam, she had quickly waddled over to the four Lemurs.

"Hey, guys!" Sam shouted with excitement in her voice.

"Ahh, it is true, the new penguin is very quick!" King Julien exclaimed with total surprise in his voice and expression.

"Told you so, hey Sam." Jonah chuckled as he stared at the three freaked out lemurs beside him.

"Hello Sam and Jonah, no one tells the King "Told you so"." Maurice said as he stared at Sam and then to Jonah.

"Okay, hold on, what are you guys talking about?" Sam replied with a little bit of confusion in her voice.

"We were talking about the combat drill you were in with the other penguins and how good you are in combat." Jonah explained to Sam.

"Oh." Sam grinned with a little pink in her cheeks.

Meanwhile, Skipper was doing a penguin head count, but realized that there were only four penguins. He stood beside the little work table and pondered on where Sam could be.

"Where is Sam, boys?" Skipper asked them.

"Sam went to see Jonah before the zoo opens, Skipper." Private replied to his leader.

"That's right, wow am I losing it today." Skipper sighed as he returned to his ship in a bottle.

"Huh, that's funny." Kowalski muttered suddenly.

"Wha" Rico uttered to Kowalski.

"The zoo should have opened already." Kowalski answered.

Suddenly the fish bowl hatch opened and a voice called down to the four of them.

"Hey, you guys coming up, the zoo is open and we are getting visitors." Sam shouted to the four penguin boys as she stood in front of the hatch.

"On our way, Sam." Skipper's reply echoed up through the hole of the hatch.

The five penguins lined up next to each other just as their first visitors came up to the gate.

"Alright team, let's give the humans some extra cute and cuddly today!" Skipper spoke as he looked at his team.

Instantly, Sam and Rico jumped into the pool, heading near the bottom and turned as they sped up toward surface. Flying through the air for a few seconds until the two of them landed back into the pool with a splash. Meanwhile, Kowalski and Skipper were floating on their backs near the edge of the HQ and Private was doing a little jig on the top of the HQ. Rico and Sam appeared as they lifted Kowalski into the air, holding his feet with their flippers.

"I think they are going reward us, Skipper." Private cheered.

"Can not argue with that logic, Private." Skipper replied to Private in agreement.

While in the Lemur Habitat,

"No, why does it have to be the silly penguins' feeding time!" King Julien exclaimed.

"What does the penguins' feeding time have anything to do with you, Julien?" Jonah asked the stressed lemur king with a dull tone.

"It has everything to do with me cause they eat things that have a stink to them." King Julien answered.

"Do you mean the fish?" Jonah said with a brow cocked.

"Yes, the smelly fish." King Julien muttered.

"Oh come on, the fish doesn't smell that bad!" Jonah yelled back with a retort.

"Uh, yes they do." King Julien argued.

While King Julien and Jonah continued to argue about the smell of fish. But in the Otter Habitat, Marlene and Erika were entertaining a couple of visitors when two new visitors walked over from the Penguin Habitat to theirs. In an instant, Erika realized who these two guests were and quickly walked over to Marlene.

"We have a couple of the guardians' enemies visiting us." Erika whispered in a low tone as stood and waved along with Marlene.

"Where!" Marlene muttered in shock.

"The blonde haired girl and black haired guy in the back." Erika said with a grim expression.

"But what… wait a second; I can hear what they are saying." Marlene replied before Erika interrupted her.

"What is the plan, master?" the girl spoke in a whisper.

"We will come back here with the others after sunset." The guy murmured to her.

"Will we capture or destroy the guardians?" the girl answered.

"We will destroy them once and for all." the guy declared in a soft mutter as the two of them left for the zoo exit.

"What did they say?" Marlene asked Erika as the two of them watched the guardians' two enemies walk away.

"They plan come with other members in their clan and destroy me, along with the other guardians." Erika snickered.

"And if that is how they want to play, we will have a plan that is better than their own." Erika smirked.

"We will need the help of the three other guardians and any zoo animal who wants to help." Marlene suggested.

"Great idea Marlene, now when does the zoo close today." Erika grinned.

"4:00pm and once those gates close, we will make a plan." Marlene muttered, sounding a little devious.