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Fung finds an old scroll with instructions for making living terra cotta warriors, and soon it's up to Po and the Five to stop his monstrous clay creation.
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Fung's latest attempt to rob the Valley of Peace goes wrong when Po shows up. Their emergency kite escape plan fails when the crocs pull the wrong strings. Fung berates his gang for not putting up a fight and eventually dismisses them, before flying away on his escape kite.
He meets his father Bing who admonishes him for being a disappointment. And losing half his mustache caused Bing's wife to leave.
At the village, Po bonds with Fung's ex-gang after difficulty..
Bing explains to Fung that making terracotta warriors was a respected profession. But back in his day, he could bring them to life. He terrorized villages and stole from the villagers, and just when he had conquered China, he said a goat named Shibai ruined his scheme by losing the secret formula to bring the warriors to life. Fung finds it whilst working in the clay cesspit and creates a warrior.
In the Valley of Peace, Po's attempt to start a band with the crocs goes wrong. While eating at the noodle shop, Po plans to make the crocs the "emergency backup Furious Five", but Gahri insists on the "Junior Panda Squad". Fung commits a mugging with the terracotta warrior he made, and no sooner does he succeed when Po and Fung's former gang arrive to stop it. Their attacks are useless and Fung gets away with the money.
Having spotted Fung's creation, Bing decides to create more terracotta crocs to bring to life. Having amassed an army of terracotta warriors, Bing plans to conquer China once again, with the Valley of Peace being his first target.
Meanwhile, Po is training the crocs but when the warriors strike, the crocs flee and Po is left to deal with the statues alone. As Po is getting thrown around, Gahri gives a motivational speech to Wong, Irwin, and Wall-Eye. He explained how Po believed in them when no one else did and by not doing anything they would really be losers.
Inspired, the crocs rush at the statues and start attacking. Po and the crocs are no match for the strength of the statues and Fung who is watching their destruction can't take it anymore and orders the statues to stop attacking. Bing orders his statues to continue their attack.
In the midst of the mayhem, Bing admits that he lost the secret living clay formula as he made Shibai up. Then he and Fung make up. Bing and Fung are then sent to prison and the rest of the croc bandits are willing to go with them(Gahri points out they spend most of their time there anyway).
- Mick Wingert as Po / Wiseacre
- Kari Wahlgren as Mrs. Yoon
- Fred Tatasciore as Gahri / Merchant
- Chen Li as Male passenger /
- John DiMaggio as Fung / Bing / Wall-eyed croc
- The episode's title and plot elements reference terracotta, a type of clay-based ceramic popularly known for being the basis of the Chinese Terracotta Army.
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