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Eliminators and The Darkness invade Yugopotamiaâ€”a planet that is home to squid-like aliens called Yugopotamiansâ€”and steal "fake-i-fiers", belts that allow users to transform into anyone else. Yugopotamian prince Mark Chang goes to Earth. Meanwhile, in Fairyworld, Timmy and Cosmo are watching Timmy Turner's Chosen One movie. Mark arrives and notifies Timmy that The Darkness is back, and the group discovers that there is a second part to the cave prophecy: Timmy must find the second wand, located at the Blue Moon. Timmy and Mark teleport back to Dimmsdale, only to discover Timmy's parents and friends are now Eliminators in disguise. Because his real parents and friends have been kidnapped by Eliminators, Timmy seeks help from people who hate him: Mr. Crocker, Dark Laser, and Vicky. Setting their differences aside, everyone cooperates and boards Dark Laser's death pod and depart into space. During their rest stop at planet Frigidarium, the aliens inside the cantina are Eliminators who send Timmy's enemies to the Abracatraz Prison in Fairy World. Turbo Thunder saves Timmy and Mark from the corrupting planet, and the three eventually arrive at the Blue Moon, where the rock guardian grants Timmy the second wand.
Meanwhile, Eliminators incarcerate the fairies at the Abracatraz Prison and put Timmy's friends and family in the same cell with Timmy's godparents and Jorgen. After Poof frees the group and locates the wands, Jorgen takes everyone to the Blue Moon. Timmy's friends, enemies, family, and the fairies defeat Eliminators with a combined magical attack and have a reunion with Timmy, which is interrupted when The Darkness tries to inhale him. The second wand produces no effect, and Timmy realizes he has no other choice, so he sacrifices himself into The Darkness, after sharing a kiss with his long-term crush Trixie, leaving the others to mourn.