In Monte Carlo, Alex and his gang's attempt to reach the penguins blunders and sparks chaos in the Monte Carlo Casino, where its security calls the captain of Monaco's animal control, Chantel Dubois, to deal with the animals. A high-speed chase around the streets of Monaco ensues between the relentless Dubois and the animals in a truck driven by the penguins to reach their aircraft and they depart on the plane, barely escaping Dubois.
In the skies of France, the plane's gear assembly fails and the plane crashes into a suburban rail yard as the authorities close in. They come across a circus train and knock on it, desperately trying to get in. Seeing their only chance of escape is on the circus train, they desperately claim that they are circus animals themselves, which convinces Stefano the sea lion and Gia the jaguar to let them in despite the protests of Vitaly the tiger. The animals soon learn from Stefano that they are performing in Rome and London, where they plan to impress a promoter to get them on their first American tour. Before the zoo animals' claim is discredited, the penguins suddenly appear with a deal to purchase the circus themselves, resulting in the pleased departure of all the humans. Afterwards, Julien finds himself falling in love with a tricycle-riding bear name Sonya. Meanwhile, the circus animals perform their act at the Colosseum in Rome, but the show proves to be a disaster, much to the zoo animals' horror. The angered audience demands refunds, right to going to the point of chasing the circus to the departing train to London.

Finally, both the zoo animals and the circus arrive in New York City. Likewise, the zoo group and Julien finally arrive at the gates of the closed Central Park Zoo, only to realize that their adventure has changed them too much to return to captivity and that they were "home" when they joined the circus. The zoo animals resolve to return to the circus and reconcile with their new friends, but they are then tranquilized and captured by Dubois. The zoo staff, delighted by Alex's reappearance, thank Dubois, incorrectly believing that she was returning the missing animals. Unnoticed, Julien manages to reach the circus (despite being darted by Dubois) and reconciles with Sonya, and the penguins realize that the group had been ambushed. Upon learning about the zoo animals' plight, Gia and Vitaly convince the circus animals to rescue their friends and they set out for the zoo, performing aboard a flying circus.
Meanwhile at the zoo, Alex awakens to find that he along with Marty, Melman, and Gloria are in their enclosures, surrounded by tall chain-link fences. Dubois steps on stage to receive a million-dollar check of appreciation from the zoo, which she rejects, and secretly loads a poison-filled dart into a gun which she hides inside a foam finger in preparation to publicly execute Alex. The circus animals arrive in time to stop her and a massive brawl occurs where the circus uses all of what they had developed as part of their revamped act. As the group tries to leave, Dubois attempts to kill Stefano, who is stranded at the zoo. However, Alex saves Stefano by performing a performance he describes as the "Trapeze Americano", proving that it is real, and all the animals then defeat the insane Dubois, and escape.
Heartened by this valiant demonstration of their new friends' love, Alex and his friends decide to join the circus permanently to start their American tours across the country. Meanwhile, Dubois and her men find themselves inside shipping crates on a cargo ship bound for Madagascar, thanks to Skipper (just like in the first film).
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