Part 2 kickes off in the Shredders lair where Tai Lung is showing his skills to the Shredder, Dogpound, Fishface, and Karai in which Shredder is impressed once Shredder leaves his dojo to leave the two mutants, the snow leapord and his daughter alone as they welcome him to the team (Thriller Night by Michel Jackson). In the sewers, Splinter tells Sora that he offers to train her to be a female ninja and the little cub accepts happily. In the kitchen Raph and Tigress are having a meal of spagettii and meatballs as they do a remake scene from Lady and the Tramp.

A song starts off as Mikey gives Splinter a back beat then he and Sora venture out of the sewers and into the city '(Houn'd Dude from the Fox and the Hound 2). Meanwhile Raph and Sora spar, she beats Raph as Leo-Angelo and Bandit gossip on Sora and she leaves the lair.Shifu meets up with his young granddaughter and they talk on choosing which art she wants to train as Shifu wants the best for her.

Meanwhile, Sora is sitting on the roof of the Empire State Building choosing her fate (Over the Rainbow from The Wizard of Oz 2011 Musical). As the song ends Sora is attacked by Kraang droids and falls off the building but a familiar purple masked turtle catches and saves her.The figure reveals itself as Donatello who puts her down as Sora thanks him for saving her and they both introduce themselves and walk over to Murakami-sans restaurant for dinner.

As they return they see Raph and Tigress doing Tai-Chi as Raph made flirtting eyes on her as they begin to dance tango(Say Hey from Alvin and the Chimpmunks 3:Chipwrecked). On the surface Leo,Mikey,Casey,Viper,Po,Mantis and Monkey all rush over to a movie theater where the Kraang are attacking and Mikey,Mantis and Monkey sing as they fight (Don't Stop the Party by Pittbull).Back at the lair Leo-Angelo is tracing around Soras body on top of a piece of black fabric as Sora asks him what is he making for her but he's not telling her as it is a surprise.When the rest of the group gets back Splinter accepts Po and the Furious 5  into the team.

The next day, Raph sets out into the city with Bandit.Together they are successful at stealing hot dogs from a hot dog cart, but Raph  then runs off, attempting to leave him behind (Why Should I Worry? from Oliver and Company).Raph and Bandit eventually arrives back at the lair where he sees Po and Mikey spar only it is a prank when Po takes off his pants and Mikey puts on his pair of underwear and start dancing around the dojo.(Moves Like Jagger by Maroon 5) ending Part 2.