Mily was still in the yards, with Mr. Bruce, and Corsair watching over her.

Corsair: You thinking about escaping?
Mily: *Lets out a defeated sigh* No.
Corsair: Good. If you tried to escape, I'd stop you in half a minute. You may have fancy modifications to make you go 140 miles an hour, but I don't need any to beat you. I've even conquered Jagged Tooth Pass, a very tough line. I'm the only engine to this day to ever go up that line. Of course, I can't take all of the credit. I had help from a very fine engineer, named Donald Snow.
S.B: *Arrives with Marshall, and Michael* So you basically had a guy inside of you the entire time.
Marshall, Mr. Bruce & Michael: *Laughing*
S.B: Yep. I went there.

With the laughing, Mily took this as a chance to make her escape.

Corsair: Oh no you don't! *Chasing Mily*
Mr. Bruce: *Laughing* A guy inside of her. Oh man! *Laughing*
S.B: Hurry, while he's still distracted.
Marshall & Michael: *Running to the tank cars, and putting charges on them*
S.B: You want more good jokes like that Mr. Bruce?
Mr. Bruce: Go ahead. Amuse me.
S.B: How come the bomb squad couldn't finish watching the movie?
Mr. Bruce: Why?
Marshall & Michael: *Running away from the tank cars*
S.B: It started off with a bang!!

Then the tank cars exploded. The nerve gas was gone.

Song (Start at 0:17): link

Corsair: *Chasing Mily* You regret running away from me now?
Mily: You're the one that's gonna regret this chase.
Panzer: *Getting out of the tunnel to San Francisco with Ferris, and Jack. He spots Corsair chasing Mily* What is that all about?
Ferris: We better help Corsair stop Mily.
Jack: *Spots Oklahoma, and Trident flying towards them* What about those airplanes?
Panzer: Never mind them.
Oklahoma: *Flying towards the tunnel, and drops the bomb inside of it*
Jack: You sure about that now?
Oklahoma: Hey you three!! Where's Jeremy, Tito, and Tony?
Panzer: In the other tunnel.
Oklahoma: *Flies with Trident*
Ferris: Why did he want to know about those three?
Jack: I think they're working against us.
Ferris & Panzer: Nah.
Corsair: *Slowly catching up to Mily*
Mily: *Sees Corsair getting close to her*
Corsair: You might as well stop right now.
Mily: No thanks. *Slowly increasing her speed*
Trident: *Drops his bomb in the tunnel for Santa Cruz*
Workers: Get out!! *Leaving the tunnel*
Jeremy: *Leaves the tunnel with Tito, and Tony*
Tony: Now what?
Tito: *Looks behind him, and sees Corsair chasing Mily* I got an idea. Let's help out a friend.
Corsair: *Going slightly faster than Mily* I'm going faster than you, and I'm at my top speed.
Mily: Oh yeah? Well I'm not at my top speed! *Increasing her speed up to 140*
Corsair: *At 130* No. This can't be!! I'm supposed to be the fastest steam engine ever!!
Jeremy: Wait for it.
Tony: I'm waiting.
Tito: Me too.
Mily: *Passes the tunnel*
Jeremy: Now! *Pushes freight cars with Tito, and Tony*
Corsair: *Gets hit by the freight cars, and falls off the tracks*

Stop the song

Corsair: Ow!! Whoever did that will suffer the consequences!
Jeremy: *Passes Corsair with Tony, and Tito*

Then, the bombs exploded, destroying both tunnels.

Panzer: No! The plan's ruined!
Tito: Yes! The plan's ruined!
Tony: Let's get out of here. I don't think Mr. Bruce wants to see us anymore. *Heading to the harbor with Tito, and Jeremy*

2 B Continued