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General Schwarz approaches the ToQgers so they can join forces to defeat Emperor Z.
Madame Noir uses her powers to turn Right against the other ToQgers, with Tokatti leading the group to get their friend back.
Kagura regains a memory that it is Mio's birthday today and plans to bake her a cake and throw her a surprise party, but while she is baking the other ToQgers are attacked by Wig Shadow whose wigs will kill them once a bird hatches from a nest on the top of their heads.
Only those with a great Imagination can see the mystical railway known as the Rainbow Line on which run massive trains known as Ressha. These Ressha are driven by five warriors known as the ToQgers. It is their mission to save towns from the evil forces of the Shadow Line who are using the residents' fear and sadness to establish their own railway to enable the coming of their leader Emperor Z, whose intention is consume light to plunge the world into darkness. The five ToQgers are also childhood friends who are fighting to recover the memories of their hometown after it was consumed by the Shadow Line's evil. Later joined by Akira Nijino, a former Shadow Creep who reformed, the ToQgers begin a campaign to free these "Shadow Towns" from their Shadow Creep Keepers in an attempt to recover their memories while the Shadow Line itself must deal with some opposition among their own subjects.