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When Shy Guys Attack is a Chapter and the second world of the game, Super Mario Bros.: The Popstar Crossover, it takes place in Mushroom Kingdom that is under attack by Shy Guys
List of levels
|The Fleet of The Attacking Shy Guys||The Shy Guys have taken over! Find the leader.||None|
|Smasher onto the Plumber||You are chased by a Airship... with a smasher!||The Smasher 6000|
|Mask Factory||A factory that makes masks, track the belt to the source.||Mask Maker 2000|
|Falling Parachutes||You must use those parachutes to prevent fall damage, this is a good place to practice your parachute fall.||None|
|Super Mario!||There is a star that turns you giant who could break Brick Blocks and easily defeat enemies, this is a good place to practice your Giant attack.||None|
|Kirby Who was Captured||Kirby is captured so as well, rescue Kirby from the one who captured him.||Shy Net|
|Plaguery of the Airship Pt. 1||Infiltrate King Shy Guy's Airship and find out about his plans.||None|
|Plaguery of the Airship Pt. 2||You've found out about the plans, and seen! Escape the Airship.||Security Guys|
|Monster Tank||What is that bug eyed tank doing in this dimension? Try using the Mariotank to engage it||Megatank|
|Confronting the Army of Shy Guys||You have defeated that tank so well, but you must confront a whole army of Shy Guys||Shy Guys|
|Confronting the King||You confront the leader known as the King of all, King Shy Guy!||King Shy Guy|
|Escape the Airship!||You have defeated him but first, ESCAPE!||None|
- The chapter involving the Shy Guys attacking the Mushroom Kingdom is a reference to Paper Mario's chapter where Shy Guys overrun Toad Town
- It is one of the Chapters with Epilouge levels, along with Crazy Bones of Egyptain Leader.