Here is chapter 12 guys. I hope ya'll enjoy.

Disclaimer: I do not own Penguins of Madagascar.

Portia was struggling against the penguins and badgers that clung to her fur. Everytime she managed to throw one animal off, they would just get back up and attack her again. There was no stopping them. Her annoyance was reaching it's peak. Especially when the penguin with the mohawk kept throwing fire crackers at her.

Rico hadn't stored any dynamite in his stomach earlier and has reduced to using fire crackers on Portia.

"How much longer is this going to take?" Stacy asked in exasperation.

"This is taking forever," Becky complained as well.

Kowalski looked at the girls and said, "Just keep going girls. Whatever they have planned, it must be stopped."

Portia growled some more as the badger girls kept clawing at her. Blood ran down from the wounds on Portia's side.

"ENOUGH OF THIS!" Portia yelled as she grabbed Becky's leg and threw her at Kowalski.

Stacy looked over as Becky was thrown off of Portia and then she was grabbed too and thrown at Rico. The four animals all collided with one another as Portia attacked them again. All four were too exhausted and weak to continue the attack.

Portia approached the four and said, "Forget about that take over of the zoo that the pathetic dolphin wanted. I'm ending this NOW!"

The two penguins and badgers tried to move, but their limbs were too fatigued to move. Portia licked her chops and prepared to lunge. The four squinted their eyes and prepared for the end.

Portia reared back, but was grabbed around the neck by an elephants trunk. Portia was lifted off the ground and came face to face with Burt the elephant.

"Don't... you... even... dare," Burt said in a slow and deep voice.

Portia gulped, knowing that she was in some deep shit now. Burt took Portia and slammed her against the ground once, twice, three times, four times. After several hits, Portia finally fell to the ground, knocked out cold.

Burt looked away from Portia and back to the four animals. Carefully, he helped the four of them to their feet.

"Hey are you guys all okay?" Burt asked full of concern.

Kowalski sighed in relief and said, "We are now. Thanks for the save Burt."

Burt smiled and said, "No problem. I just don't want to see anything bad happen to my friends."

Burt then used his trunk to pick Portia up and dropped her in a trash can. He then turned the trash can over and placed his foot on top.

"That'll hold her for a while," Burt said triumphantly.

"Thanks again Burt," Becky said.

Just as they were about to leave and go find the others, Marlene came running up to the group.

"Guys guys. Danny has run off," Marlene said as she stopped in front of the group.

"WHAT!" Both Becky and Stacy squealed.

"What happened Marlene?" Kowalski asked.

Marlene panted and said, "Danny found out the truth about Dave and Sam being human and he took it horribly. We need to go find him."

Rico and the badgers gasped.

Kowlaski did a double take and said, "That's bad."

"Oohh trust me it gets worse. Billy Fredricks is back and he's here for Danny," Marlene said.

Both Kowalski and Rico gasped again, but Becky and Stacy just looked confused.

"Wait how is that possible. Billy Fredricks is dead," Kowalski argued.

Marlene groaned and said, "I don't know Kowalski, but some how he did. But now we have stuff to do. I saw which way Danny ran off to. Now come on."

Marlene grabbed Rico and Kowalski's flippers and they ran off. Both Becky and Stacy shrugged and ran after them, leaving Burt alone with Portia under the trash can.

"Good luck guys. I'll stay here and keep an eye on the wolf under here," Burt called out as he pointed to the trash can under his foot.

(Shed)

Skipper and Dave were both struggling with Billy, but Billy was putting up quite a fight. Private had grabbed Danny and run out of the shed with him.

At one point, both Skipper and Dave had managed to push Billy out of the shed and out into the zoo. Billy scrambled to his feet, but was then tackled by Dave. Billy managed to punch Dave off again and he began running for the zoo gate. But both Dave and Skipper were in fast pursuit.

Billy looked back at them and said, "Catch me if you can freaks."

Skipper and Dave glared and they kept going after Billy.

(Tybalt)

Tybalt groaned and stood back up. He looked over and saw Skipper and Dave chasing BIlly over to the zoo gate. Tybalt growled softly and he began running after them. But then he spotted the two other penguins from before that had attacked him. This time there were some mammals with them.

Tybalt sneered and began running towards them.

(Group)

Kowalski, Marlene, and the rest of the group approached the maintnence shed and saw no sign of anyone but the dead guard inside.

"Huh? I could have sworn I saw Danny running over here. Where is he?" Marlene asked herself.

"DANNY IS OVER HERE!" Private called over.

All the animals in the group turned their heads to see Private with Danny sitting in his flippers. The entire group sighed with relief.

That is until Private began panicking and yelled, "WOLF!"

Tybalt suddenly jumped in front of the group and bared his teeth.

Kowlaski paniced and yelled, "Split up! One group run through the zoo. The rest break for the park."

The group nodded and they all ran off in seperate directions with Rico and Kowalski headed towards the park. It was them that Tybalt ran after.

"RICO! KOWALSKI!" Marlene screamed.

Private handed Danny to Marlene and said, "Watch Danny Marlene. I have to go help."

Marlene took Danny and said, "Be careful Private."

Private nodded and he slid after Kowalski and Rico.

(Park)

Billy ran to a tree a short distance away from where he had burned the tree from the night before. The woodchipper that the crews had used earlier was still sitting underneath the tree undamaged tree. Billy turned to see Dave and Skipper were closing in on him. He looked up the tree and began climbing up the trunk. Skipper and Dave stopped below. Skipper wouldn't be able to climb up, because he didn't have his men to assist him up.

Dave looked at Skipper and said, "I'll go after him. You should go get the guys."

Skipper nodded and said "Affirmative."

Dave began climbing up the tree after Billy. Skipper turned and was about to head back to the zoo, but he saw Rico and Kowalski sliding towards him. Following close behind them was Tybalt.

Skipper sighed and said, "You have got to be kidding me."

Kowalski and Rico swerved in seperate directions and Skipper jumped to one side to dodge Tybalt's charge. Tybalt ran into the woodchippers control panel and started the machine up. The motor started and the blades inside began spinning. Tybalt shook his head and looked at the three penguins.

"Three against one. Hardly seems fair," Tybalt said.

Private slid up to the group and stood with the other penguins.

"Now it four against one. You are done Tybalt," Skipper said as soon as Private arrived.

Tybalt sighed and said, "This sucks. Why did I agree to this zoo takeover anyway?"

(Up in the tree)

Billy ran to the end of one branch and looked down. All he could see was the spinning blade of a woodchipper. Had he not burned the tree last night, he could have easily jumped over to it. Instead he was now stranded. He turned around and he saw Dave at the other end. Billy back up a little and watched as Dave came closer.

"How many Billy?" Dave asked.

Billy tapped his chin and said, "How many what?"

"How many did you kill this time?"

"Humans or animals? I killed several of each. It was fun too."

Dave gave a death glare to Billy and said, "So, not even death could make you change. Your just as blood thirsty and sadistic as ever."

"Enough! You want me? Come and get me," Billy smirked.

Dave cracked his knuckles and said, "Gladly."

The two then jumped each on other.

(Down below)

The penguins all began slapping Tybalt around with their flippers and headbutting him as well. Tybalt was just snapping at the penguins.

"He's fast Skippa. How are we supposed to take him?" Private asked.

Skipper dodged Tybalt again and said, "Just fight on Private. We may not get out unscathed, but we must do what we can. Even if we lose our lives in the process."

Private's face turned serious and he nodded to Skipper.

"I understand Skippa," Private said and then returned to the fight.

(Tree)

Dave and Billy kept exchanging blows. Billy had managed to get a good punch to Dave and Dave did the same to Billy. At one point Billy had managed to pin Dave under him and tried to strangle him. But Dave had managed to turn the tide by pulling Billy's paws away from his neck and had manged to flip Billy over.

Billy smirked and said, "You know Dave, I think you just made the biggest mistake ever."

Billy gave a hard kick to Dave's gut and caused Dave to stumble. Billy then got up and gave Dave a hard shove which caused Dave to fall off the branch and towards the woodchipper.

"Happy landings asshole!" Billy yelled at Dave.

But one of Dave's feet was able to grab the branch and he used it to pull himself back up. He managed to flip himself back onto the branch. He landed behind Billy and kicked him in the back.

Billy had felt Dave landing behind him. But before he could react, he felt Dave kicking him and sending him over the edge of the branch. Billy began falling, but he then felt Dave's paw grab his tail. Billy looked down and only saw the spinning blades of the woodchipper. Billy then looked up and saw that Dave had a hold of his tail.

"Huh? Why did you save me?" Billy asked.

Dave smirked, shook his head and said, "I didn't save your sorry ass. I just wanted my victory smile to be the last thing you ever saw."

Billy's eyes went wide and then Dave let go of his tail. Billy screamed as he fell towards the woodchipper.

"Yipee kie yay motherfucker," Dave yelled as he watched Billy fall. (Die Hard reference)

Billy watched as the spinning blades came closer.

(Penguins)

The penguins were all huddled together when they heard Billy's screams and they watched as Billy fell into the woodchipper and heard as he was ground up. Blood and meat sprayed out of the woodchipper's spout.

Tybalt looked up and yelled, "BILLY! NO!"

Tybalt stared at the penguins and said, "Forget what Blowhole said. You are dead."

Skipper went wide eyed and said, "Blowhole?"

Tybalt reared back and leapt at the penguins who then went into their stances.

A gunshot rang through the air and Tybalt was struck in the leg. The penguins and Tybalt looked over and saw the fourth security guard that Billy and the wolves had skipped. He was holding a sidearm. Tybalt stood back up and began moving towards the guard. But the guard merely shot a few more times at Tybalt and hit him multiple times. It took an entire clip, but Tybalt finally went down and stayed down.

The guard walked over to Tybalt's body and nudged it with his foot. Tybalt was dead alright. The guard looked at the penguins and up at Dave in the tree.

The guard sighed and said, "Three of my buddies were killed tonight by animals that were supposed to be locked up in their habitats. I don't care about you guys. Just get back to your habitats and I'll call all the rest of this in."

That was good enough for the penguins and Dave. Dave climbed down from the tree and the penguins and him walked back to the zoo.

"Skippa do you think we can trust him? He could end up telling anyway," Private asked.

Skipper smiled and said, "Not to worry Private. We'll erase his memory later. It'll be easy."

Private sighed and Dave spoke up.

"Well it's all done now. Billy's gone now. His body is nothing but a bloody pulp now. I doubt he'll be coming back again," Dave said to the penguins.

Skipper patted Dave's shoulder and said, "Job well done soldier. Killing may be horrible, but it is necessary."

Dave smiled and said, "Thanks Skipper. Hopefully we won't have to go through a night like this again. At least not anytime soon."

Ding dong Billy's dead again and hopefully he'll stay like this from now on.

Next chapter is the last. I hope you guys have enjoyed this little story.

Also I have an announcment to make next chapter that I think you guys might like.

Remember to read and review please.