What's That Smell? is the ninth episode of the fourteenth season of Shining Time Station. It aired on PBS Kids on Thanksgiving Day 2013.


  • This episode focuses on characters from YTV Kids shows from 2013-current such as Pokemon, Ben 10, Hoop-a-Joop, Pac-Man and The Ghostly Adventures, Camp Lakebottom, Star Versus The Forces of Evil, Adventure Time, Beyblade, Randy Cunningham and Penn Zero: Part Time Hero. One day, Mel and Brittney have an awful smell of gross food. Luckily, to Stacy, Harry and Billy's relief, Grizzly, Panda and Ice Bear arrive to visit. Meanwhile, Schemer, Schemee and The Kanker Sisters want to have more smells.


From Shining Time Station

  1. Mr. Conductor 1 (Ringo Starr)
  2. Mr. Conductor 2 (Alec Baldwin)
  3. Mr. Conductor 3 (Michael Brandon)
  4. Mr. Conductor 4 (Mark Moraghan)
  5. Stacy Jones (Didi Conn)
  6. Harry Cupper (Leonard Jackson)
  7. Billy Twofeathers (Tom Jackson)
  8. Horace Schemer (Brian O'Conner)
  9. Schemee (Jonathan Shapiro)

From Pokemon

  1. Ash Ketchum (Veronica Taylor)
  2. Mary (Kerry Williams)
  3. Misty (Rachael Lillis)
  4. Brock (Eric Stuart)

From Ben 10

  1. Ben Tennyson (Yuri Lowenthal)
  2. Max Tennyson (Jason Marsden)
  3. Kevin Levin (Greg Cipes)
  4. Gwen Tennyson (Ashley Johnson)
  5. Rook Blonko (Bumper Robinson)
  6. Julie Yamamoto (Vyvan Pham)

From Hoop-a-Joop

  1. Al Valentine (Yuri Lowenthal)
  2. James Rogers (Michael Reisz)
  3. Amy Lambert (Michelle Ruff)
  4. Mel Blake (Stephanie Morgenstern)

From Pac-Man and The Ghostly Adventures

  1. Pac-Man (Erin Mathews)
  2. Spiral (Sam Vincent)
  3. Cylindria (Andrea Libman)

From Camp Lakebottom

  1. McGee (Scott McCord)
  2. Suzi (Bryn McAuley)
  3. Squirt (Darren Frost)
  4. Gretchen (Melissa Altro)

From Star Versus The Forces of Evil

  1. Star Butterfly (Eden Sher)
  2. Brittany Wong (Minae Noji)
  3. Marco Diaz (Adam McArthur)
  4. Jackie Lynn Thomas (Grey DeLisle)
  5. Janna Sullivan (Grey Griffin)
  6. Hope Roberts (Grey Griffin)
  7. Ferguson McCoy (Nate Torrence)
  8. Alfonzo Lopez (Matt Chapman)
  9. Oscar Greason (Jon Heder)

From Adventure Time

  1. Finn The Human (Jeremy Shada)
  2. Fionna The Human (Madeleine Martin)
  3. Princess Bubblegum (Hynden Walch)
  4. Prince Gumball (Neil Patrick Harris)
  5. Marceline The Vampire Queen (Olivia Olson)
  6. Marshall Lee The Vampire King (Donald Glover)

From Beyblade

  1. Gingka Hagane (Robert Tinkler)
  2. Zyro Kurogane (Brian West)
  3. Madoka Amano (Barbara Mamabolo)
  4. Ren Kurenai (Bryn McAuley)
  5. Kenta Yumiya (Lisette St. Louis)
  6. Sho Tenma (Christopher Jacot)

From Randy Cunningham

  1. Randy Cunningham (Ben Schwartz)
  2. Howard Weinerman (Andrew Caldwell)
  3. Theresa Fowler (Sarah Hyland)
  4. Heidi Weinerman (Cassie Scerbo)

From Penn Zero: Part Time Hero

  1. Penn Zero (Thomas Middleditch)
  2. Boone Wiseman (Adam DeVine)
  3. Sashi Kobayashi (Tania Gunadi)

From Ed, Edd N Eddy

  1. Lee Kanker (Janyse Jaud)
  2. Marie Kanker (Kathleen Barr)
  3. May Kanker (Jenn Forgie)

From We Bare Bears

  1. Grizzly (Eric Edelstein)
  2. Panda (Bobby Moynihan)
  3. Ice Bear (Demetri Martin)

Thomas Stories

  1. The Flying Kipper
  2. The Smelly Kipper

Jukebox Band Song

  1. Because I'm Happy from Pharrell Williams

Thomas Song

  1. Monsters Everywhere


  • This is the episode where we see YTV newcomers.
  • The We Bare Bears debut.
  • It is revealed that Mel and Brittney do not like awful smells.
  • Thomas stories are in a Kipper style.
  • Janna and Hope are both new to Star's group.
  • Hey Jessie plays in the end credits.


  • (We open this episode with the Shining Time Station theme)
  • Man: Reach for the steam, reach for the whistle, going the railing road. Reach for the words, reach for the story, follow the rainbow sun. To a Shining Time Station, where dreams can come true, waiting there for you.
  • (We then find Ash and the others at the station one morning)
  • Ash: We're glad that Shining Time Station got a new set since 2002.
  • Mary: Yes indeed.
  • Ben: Going hero is my personal attitude.
  • Kevin: Yep.
  • Amy: I love how my sister and my mom wear sandals all day.
  • Mel: I always play with my guitar.
  • Pac-Man: I long to have Pac-Man World as a TV show.
  • Spiral: Interesting.
  • McGee: You were mean to me, right?
  • Suzi: Uh huh.
  • Janna: I'm so in love with Alex O'Connell.
  • Hope: I'm also in love with Peter Shepard.
  • Finn: Good thing i'm with Jake.
  • Fionna: Cake too.
  • Gingka: I can be handsome.
  • Zyro: Awesome.
  • Stacy: Looks like everything's in shape.
  • Harry: Yes indeed.
  • Billy: Look, there's the We Bare Bears.
  • (Grizzly, Panda and Ice Bear arrive)
  • The We Bare Bears: Hi, everyone.
  • (The Conductors appear)
  • Mr. Conductor 4: It's an honor to see you.
  • Mr. Conductor 3: Welcome one and all.
  • Randy: So you're Mr. Conductors 1, 2, 3 and 4.
  • Howard: We're glad to see you.
  • Mr. Conductor 2: Oh yes we are. Today, we're lucky to have smells.
  • Penn: All right!
  • Boone: Do you know about Kippers.
  • Mr. Conductor 1: Indeed. Henry had a midnight run. Let me explain.
  • (Mr. Conductor 1 blows his whistle and The Flying Kipper starts)
  • Mr. Conductor 1: One winter evening, Henry's driver said...
  • Henry's Driver: We'll be out early tomorrow. We've got to take the Flying Kipper. Don't tell Gordon, but I think if we pull the Kipper nicely, Sir Topham Hatt will let us pull the express. The special coal they gave you is working well.
  • Henry: Hurrah!
  • Mr. Conductor 1: Cried Henry.
  • Henry: That will be lovely.
  • Mr. Conductor 1: All kinds of ships use the harbour at the big station by the sea. There are passenger ships, cargo ships and fishing boats also come here. They unload their fish on the key. Some of them goes the shops in the town, and the rest in a special train to other places far away. This is the train the railwaymen called the Flying Kipper. Henry was ready at 5:00. There was snow and frost. Men hustled and shouted loading up the crates of fish. The last door banged, the guard showed his green lamp, the Flying Kipper was ready to go.
  • Henry: Come on, come on, don't be silly, don't be silly.
  • Mr. Conductor 1: Puffed Henry to the freight cars. The cars shuttered and groaned.
  • Cars: Trickety-trock, trickety-trock, all right, all right!
  • Henry: That is better, that is better.
  • Mr. Conductor 1: Puffed Henry. Cloud of smoke and steam poured from his funnel into the cold air, and the fire's light shown brightly.
  • Henry: Hurry, hurry, hurry!
  • Mr. Conductor 1: Panted Henry. They were going well. The light grew better, signal light shown green as they passed. Then, a yellow signal appeard ahead. His driver prepared to stop, but the home signal was down.
  • Henry's Driver: All clear, Henry. Away we go.
  • Mr. Conductor 1: They couldn't know the switches from the main line to a siding were frozen, and a home signal should have been set a danger, but snow had forced it down. A freight train was waited in a siding to let the Flying Kipper past, and a Driver and Fireman were drinking cocoa in the caboose.
  • Conductor: The Kipper is due.
  • Mr. Conductor 1: Said the conductor.
  • Fireman: Who cares?
  • Mr. Conductor 1: Said the Fireman.
  • Fireman: This is good cocoa.
  • Mr. Conductor 1: The driver got up.
  • Driver: Come on, fireman, back to our engine.
  • Mr. Conductor 1: They got out just in time.
  • (Crash!)
  • Mr. Conductor 1: Henry's driver and fireman had jumped clear before the crash, but Henry lay dazed and surprised. Sir Topham Hatt came to see him.
  • Henry: The signal was down, Sir.
  • Mr. Conductor 1: Said Henry.
  • Sir Topham Hatt: Cheer up, Henry. It wasn't your fault. Ice and snow cause the accident. I'm sending you to Crewe, a fine place for sick engines. They'll give you your new shape and a larger firebox. You'll feel a different engine, and won't need special coal anymore. Won't that be nice?
  • Henry: Yes, sir.
  • Mr. Conductor 1: Said Henry doubtfully. Henry liked being a Crewe, but was glad to come home. A crowd of people waited to see him arrive in his new shape. He looked so splendid and strong that they gave him three cheers.
  • Henry: Peep, peep!
  • Mr. Conductor 1: He whistled.
  • Henry: Thank you very much!
  • Mr. Conductor 1: I'm sorry to say that a lot of little children were often late for school, because they waited to see Henry go by. They often see him pulling the express. He does it so well that Gordon is jealous. But that's another story.
  • (The Flying Kipper ends)
  • Mr. Conductor 1: So that's why Henry got to pull a midnight train.
  • Ferguson: Thanks for the offer.
  • Alfonzo: You'd be leaving, right?
  • The Conductors: Yep.
  • (The Conductors disappear)
  • Grizzly: (handing Mel and Brittney some gas masks) These are for your protection.
  • (Mel and Brittney put them on)
  • Mel: (with a gas mask on) Ooh, they look cool.
  • Brittney: (also with a gas mask on) Cleaning is our important job.
  • (Inside the Jukebox)
  • Tito: Everyone's feeling very happy.
  • Didi: Even us.
  • Tex: Because I'm Happy is a song.
  • Rex: Ye know about music.
  • Grace: Let's all sing it in a band.
  • Tito: Right you are. A one, a two, a one, two, three, four.
  • (Tito sings Because I'm Happy)
  • Tito: It might seem crazy what I'm about to say Sunshine she's here, you can take a break I'm a hot air balloon that could go to space With the air, like I don't care baby by the way {Uh} Because I'm happy Clap along if you feel like a room without a roof Because I'm happy Clap along if you feel like happiness is the truth Because I'm happy Clap along if you know what happiness is to you Because I'm happy Clap along if you feel like that's what you wanna do Here come bad news talking this and that, yeah, Well, give me all you got, and don't hold it back, yeah, Well, I should probably warn you I'll be just fine, yeah, No offense to you, don't waste your time Here's why [Chorus] {Hey Go Uh} (Happy) Bring me down Can't nothing Bring me down My level's too high Bring me down Can't nothing Bring me down I said (let me tell you now) Bring me down Can't nothing Bring me down My level's too high Bring me down Can't nothing Bring me down I said [Chorus x2] {Hey Go Uh} (Happy) [repeats] Bring me down... can't nothing... Bring me down... my level's too high... Bring me down... can't nothing... Bring me down, I said (let me tell you now) [Chorus x2] {Hey C'mon}
  • (Because I'm Happy ends)
  • (Meanwhile, Schemer and Schemee are with the Kankers)
  • Schemer: Pee-Yew, what is that smell.
  • Schemee: We didn't get gas masks.
  • Lee: Yuck this place looks gross.
  • May: Talk about a coincidence.
  • Marie: Blech!
  • (We find Mr. Conductor 4 with Madoka and Ren)
  • Madoka: It's a good thing monsters live on Sodor.
  • Ren: Can you guide us to the Anything Tunnel?
  • Mr. Conductor 4: Of course i can.
  • (We zoom to the Anything Tunnel and Monsters Everywhere starts)
  • Chorus: What's that just around the corner? Something in the rocks and trees Slowly, slowly getting closer Makes you want to puff and wheeze Monsters everywhere, hiding in the trees Just behind the rocks, blowing in the breeze Monsters everywhere, doing as they please They try to scare you! Is your boiler getting colder? As you slowly puff around Must be brave, you must be bolder It's no more than silly sounds Monsters everywhere, hiding in the trees Just behind the rocks, blowing in the breeze Monsters everywhere, doing as they please They try to scare you! Look out! Look out! They're all about! Where? Look out! Look out! They're all about! Where? Look out! Look out! They're all about! Where? Oh, that's not so scary. Monsters everywhere, hiding in the trees Just behind the rocks, blowing in the breeze Monsters everywhere, doing as they please They try to scare you! Monsters everywhere, hiding in the trees Just behind the rocks, blowing in the breeze Monsters everywhere, doing as they please They try to scare you!
  • (Monsters Everywhere ends)
  • Mr. Conductor 4: So remember, there are monsters around the Island of Sodor.
  • Mel: (removing her gas mask) Thank goodness we're done with cleaning.
  • Brittney: (also removing hers) I'm beginning to have a relationship with Star.
  • Mr. Conductor 1: No indeed.
  • Mr. Conductor 2: We mean it.
  • Mr. Conductor 3: Everything's in good order.
  • Squirt: I don't even know about more Kipper stories?
  • Gretchen: Did Henry pull the Kipper again?
  • Mr. Conductor 4: Yes, Gretchen. He got a challenge from James. Let me explain.
  • (Mr. Conductor 4 blows his whistle and The Smelly Kipper starts)
  • Mr. Conductor 4: One evening, James was telling scary stories in Tidmouth Sheds.
  • James: And then, the ghost train rattled over the bridge, waking up everybody with its spooky whistle. Whoooooo!
  • Mr. Conductor 4: Most of the engines don't take James' stories too seriously. But Percy found the stories very scary. Especially Percy often pull the mail train at night. Sometimes at night, things look scarier then they really are.
  • (Owl hooting)
  • James: And that's when I saw...the ghost train!
  • Percy: (gasps)
  • Thomas: James! Percy doesn't like your stories.
  • James: Well, it's not my fault. If Percy is not as brave as I am.
  • Thomas: If you're so brave, why don't you go out at night and pull the mail train?
  • James: Pulling the mail train is a job for a small engine like Percy, not a splendid tender engine like me,
  • Percy: It's okay, Thomas. I don't mind pulling the mail train.
  • Henry: If you're really not afraid, James, perhaps you'd like to prove it tonight. By pulling the Flying Kipper for me.
  • James: All right, Henry, I shall. I'm not afraid of a few fish.
  • Thomas: We'll see, James. We'll see.
  • Mr. Conductor 4: James made his way to the docks to collect the Flying Kipper loaded with a fresh shipment of fish. But as he closer, James began to notice a funny smell.
  • James: Oh...
  • Mr. Conductor 4: Porter was shunting cars for Cranky who was unloading the fishing boats.
  • James: Oh, Porter, what's that smell?
  • Porter: It's the fish of course, James. Are you here to collect the Flying Kipper?
  • James: Oh, no. Henry is suppose to pull the Flying Kipper. I mainly pull coaches. Perhaps I should fetch them.
  • Mr. Conductor 4: So James headed back to Tidmouth Sheds.
  • James: Wake up, Henry. You need to pull the Smelly Kipper. You're late.
  • Henry: (yawns) I thought you we're pulling the Flying Kipper tonight.
  • James: Don't be silly, Henry. I don't pull the Flying Kipper. That's your job. I'm far too splendid.
  • Henry: But you said you would pull it to show how brave you were.
  • James: You must have been having a dream about me. Good night, Henry. See you in the morning.
  • Henry: Oh, I'd better hurry.
  • Mr. Conductor 4: James thought he had been very clever. Telling Henry that it had been a dream. Henry hurried as fast as he could as he pulled the Flying Kipper. But every delivery of fish was late and so were very late indeed. When Henry returned to Tidmouth Sheds in the morning, Sir Topham Hatt was waiting for him.
  • Sir Topham Hatt: What happened to you last night, Henry? Why was the Flying Kipper so late?
  • Henry: Sorry, sir. I must have overslept. (sighs) I dreamt that James said he would pull the Flying Kipper for me.
  • Thomas: That wasn't a dream, Henry. I heard James tell you that.
  • Gordon: I heard him too.
  • Mr. Conductor 4: James didn't feel so clever now.
  • Sir Topham Hatt: James, is this true? Was it you caused confusion and delay?
  • James: I'm sorry, sir. I was going to pull the Flying Kipper for Henry, sir. I even went to collect the cars, but they were very smelly, sir.
  • Sir Topham Hatt: Smelly? Of course the fish were smelly. But you told Henry you were going to pull that train.
  • James: I know, sir, but I thought if I was pulling coaches, my passengers might objected, sir. If I was smelly I mean...
  • Sir Topham Hatt: Smelly or not? You shall pull the Flying Kipper tonight to make up for your broken promise to Henry.
  • James: Oh. Yes, sir.
  • Mr. Conductor 4: James was not happy at all. All day, he kept thinking about the job he had to do that night. That night, as James approached the docks, he could smell the fish. And he didn't like the smell at all.
  • Porter: Hello, James. Where are your coaches? You're not here to pull the Flying Kipper are you?
  • James: Possibly.
  • Mr. Conductor 4: James was very careful backing up to the troublesome trucks.
  • James: Easy does it now. Ooh, I don't want any fish on me.
  • Mr. Conductor 4: The troublesome trucks thought this was very funny indeed.
  • Troublesome Trucks: James is scared of a smelly fish! James is scared of a smelly fish!
  • James: Stop saying that! I am not!
  • Troublesome Trucks: James is scared of a smelly fish! James is scared of a smelly fish!
  • Mr. Conductor 4: James was distracted because the troublesome trucks were teasing him. And then there was trouble. Cranky was still unloading the fish from the fishing boats. And James backed right into his hook.
  • James: (after he got covered in fish) Eww!
  • Cranky: Oh! James!
  • Troublesome Trucks: (laughing)
  • Mr. Conductor 4: The troublesome trucks thought James look very funny indeed all covered in fish. So did Porter.
  • Porter: You're supposed to take the fish in the trucks, James.
  • Mr. Conductor 4: In the morning at Tidmouth Sheds, the other engines woke up to a strange smell.
  • Emily: (sniffing) What's that smell?
  • Henry: (sniffs) That's the smell of fish.
  • Thomas: (laughs) That's the smell of James.
  • Gordon: (laughs) It looks like he's brought a present for Sir Topham Hatt.
  • James: What do you mean?
  • (All the engines laughing)
  • Mr. Conductor 4: There was still a fish sticking out from under the front of James' smokebox.
  • James: Oh, smelly fish. Oh. I had a little accident.
  • Thomas: (laughs) But your red paint looks lovely and shiny now.
  • Percy: Must be all that fish oil, James. You look more splendid than ever.
  • (All the engines laughing)
  • Mr. Conductor 4: Then Sir Topham Hatt arrived.
  • Sir Topham Hatt: Well done, James. Well done. I was very pleased to hear that the fish were delivered on time this morning in spite of your little accident. (sniffs) Oh, James, what a smell. You must go the washdown right away.
  • James: Yes, sir. Thank you. I'd be happy to do that, sir.
  • (All the engines laughing)
  • Mr. Conductor 4: At the washdown, James was very happy to be getting cleaned. He hoped he never had to see another fish for a very long time.
  • (The Smelly Kipper ends)
  • Mr. Conductor 4:

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