Godzilla, now back in his true form of a hundred meter tall bipedal dinosaur, battles the Gyaos flock. Though their Sonic Lasers only cause shallow cuts that heal quickly, they take their toll and there so many of them that for each one he roasts with his Atomic Breath or knocks away, another takes its place.
As Celestia and Luna maintain the forcefield, they tell the terrified citizens that Godzilla is a friend and protecting them, but they must seek shelter at once. While some obey, the rest panic and riot. Some of the Gyaos break away from the battle and peck at the forcefield until the princesses blast them away.
Twilight Sparkle is stunned by the battle. Mothra is having her shoulder treated by some doctors and confirms to Twilight that yes, this is what Godzilla really looks like. Mothra then faints, her last thoughts are hoping Godzilla wins before he runs out of time and reverts.
Captain Blueberry Frost tells her soldiers to stop gawking and maintain order in the city. They are to let the citizens into the castle as it is heavily fortified. She assigns Blade Dancer and Catched Ire to go to Celestia's School for Gifted Unicorns and evacuate the students and teachers.
As Godzilla takes more and more damage, he notes that since the Albino Hyper Gyaos is not here, the largest Gyaos will be the Alpha of the flock. If he can take it out, the flock will be leaderless and easier to fight. Unfortunately, finding it is easier said than done. He ruefully notes that as soon as he makes it back to Terra, he should remember to thank Gamera for being the one who normally fights these things.
Blade Dancer and Catched Ire march the teachers and children out of the school, but they do a head count and one is missing. Catched Ire teases Blade Dancer for trying to court such a strange stallion. As Catched Ire leads their charges to the castle, Blade Dancer goes inside and finds a scared young colt hiding under his desk. She tells him they must leave, and resorts to letting him wear her helmet to make him brave enough.
Godzilla finally finds the Alpha Gyaos, but gets swarmed and knocked down. The impact triggers a massive shockwave, which breaks apart the walls of the school. Blade Dancer manages to knock away some falling debris, but she and the colt look up to see the Alpha Gyaos pressed against the forcefield, trying to break in. Godzilla catches up and finally kills her. Blade Dancer looks upon their savior and trembles. Though his eyes are the same as the tall and handsome stallion she liked, his body is of a form no Equestrian could have ever imagined, and his fangs and claws indicate he is a predator. It is very unsettling for her.
The battle rages for several hours and Godzilla is utterly exhausted and his injuries are not healing as fast. Some news reporters manage to set up their cameras and provide commentary, to Celestia's chagrin. Luna is disturbed by Godzilla's size and power, but grateful for his help. The final 39 Gyaos, as a last ditch effort, grab Godzilla all at once and fly him into the sky, intending to drop him to his death. Remembering how Destroyah once temporarily killed him this way, Godzilla desperately gathers his energy, but he's almost out of gas. Just as they rise above the clouds, he unleashes his Nuclear Pulse. This both dispels the black mist the Gyaos spread across the sky and makes it rain burned Gyaos, but before anyone can intervene, Godzilla falls and hits the ground hard.
Celestia lowers the moon and raises the sun, which reveals twelve of the Gyaos survived
. Unable to stand the light, they flee. The sunlight's radiation revives Godzilla, who slowly marches toward Canterlot. As Celestia, Luna, Twilight, and Mothra run up to meet him, the energy Luna gave him returns to her, and he reverts to his pony form, but he still has his injuries. Mothra helps him stand and scolds him for worrying her. When Celestia tells him Canterlot suffered no casualties, he says that is good and passes out. Luna carries him into the castle for medical attention. They notice they are surrounded by gawking citizens and reporters. Twilight worriedly throws a tarp over Mothra, while an irritated Celestia comments that their problems have just begun.
