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It is the Koopa Troop’s annual Minion Memorial. The opening ceremonies are held by Bowser who reads the names of the dead minions, but, he is interrupted when, out of the blue, Bowser hears a terrible laugh and the ghost of Fawful appears in front of him, cursing him and Mario and Luigi for what they’ve done to him. Once he recovers, he apologizes and nicely asks for Bowser to break into Toad Town and steal 1-UP Mushrooms. Bowser then goes to Toad Town along with Sergeant Guy, Private Goomp and Colonel Parpalonk and steals the mushrooms from Toadsworth. He returns to Bowser and gives them to Fawful. He laughs and throws a mushroom into the air and gulps it down. Afterwards, Fawful becomes solid once again and tells Bowser that he is able to revive all of his dead minions. Bowser, elated by the news, tells Fawful to hand them over. When he refuses, Bowser decided to fight for them, leading to the first tutorial battle.

After Bowser emerges as the victor, Fawful keeps to his word and gives Bowser all of the 1-UP Mushrooms, except six, which he will use to revive Midbus, Cackletta, Junker and the Dark Star. Then, Fawful gives Bowser another Vacuum Mushroom and he sucks Fawful up and he revives Alpha Kretin/Beta Kretin and Bowser Memory ML and then he emerges with the two beings. Bowser, who was very impressed, decides to form an alliance with Fawful. Fawful accepts and they feed Bowser’s dead minions the 1-UP Mushrooms.

Meanwhile, in the Mushroom Kingdom, the main headline in the papers is Bowser’s 1-UP robbery. Toadsworth goes to Mario for help. He explains the situation and drags a still sleeping Luigi to Bowser Castle, but they are stopped by 3 Shroobs who wake Luigi, commencing the second big tutorial battle. After the Shroobs were defeated, Mario and Luigi had to wonder how they appeared.

But, in the end, they shrugged it of and started going through levels. until they reach World 3-7: Bowser’s Castle: Mark 1. As they head inside, they start wondering about what they’ve seen so far. But, they still walk through the castle fighting off foes, and when they enter, the heart of the castle and see Bowser and Fawful yelling about the death of the Big Bob-omb and Wart, when a injured Goomba limps in and tells the duo that the Mario Bros. are right behind them. Bowser lets them in on the plan to wreak havoc on the present with a blast to the past. Suddenly, everything made sense to our heroes. The Shroobs. Wart in World 1. Big Bob-omb in World 2. Fawful. Even the robbery.

Fawful and Bowser leave King Boo to fend off Mario and Luigi. Luigi of course runs all the way to Sarasaland and into the arms of Princess Daisy. Mario grabs a Red Star and flies toward Luigi and brings him to fight King Boo. It is a long perilous fight but in the end, Mario does a one time only special attack. Mario grabs Luigi and throws him toward the light hanging above the King. It takes all of the bravery that Luigi can muster to slam the light over his head and force him to fade into smoke and vanish until next time. After the battle, in frustration, Fawful, punches the bros out of the castle using a mechanism and then, Bowser steers the castle away to World 6. The Mario Bros. return to the Mushroom Kingdom to enlist the help of many Mushroom Kingdom residents to fend off this great evil.