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The film is set in Obake Town, a town where everything can change into something else. Anpanman and the others receive an invitation to the town's Bakeru Carnival, where those skilled at transforming can use their skills to entertain people. However, a resident of the town named Dororin is unskilled at transforming, and is unable to enjoy the Carnival from the bottom of his heart. He has a chance meeting with Cream Panda and strike up a friendship. Together, they venture into a forest in search of the Black Cape, said to hold the world's greatest powers of transformation. But Baikinman is also after the cloak for its power that will allow him to rule Obake Town. Now it is up to Anpanman, Cream Panda, and Dororin to protect the town.

In a post-apocalyptic Earth, the water has become entirely toxic, except for some kept safe in a reservoir. A fortified zone has been created by a man named Sanga, he calls it The Lastland. A group of villagers have discovered safe water, and Sanga wants it. He and his band of killers go to kill everyone and steal it. As they do a mysterious man appears out of nowhere, instantly killing some of Sanga's men. His name is Kenshiro, and he can beat any man with his martial art, Hokuto Shin Ken. Sanga will do anything for the water, and Kenshiro will do anything to try and stop him.

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