THREE’S A CROWD

Written by Meghan McCarthy, Ed Valentine

Produced by Sarah Wall, Devon Cody

Story editing by Meghan McCarthy

Supervising direction by Jayson Thiessen

Co-directed by Jim Miller

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to an extreme close-up of a mailbox. Spike reaches into view, opens it, and extracts a stack of letters; cut to a long shot of him and the box. Both stand outside the library, and he walks in through the open front door and closes it behind himself. It is daytime. Inside, he stops on the mat.)

Spike: Mail’s here!

(The glow of Twilight Sparkle’s magic envelops the bundle of correspondence and yanks it out of his grip with enough force to topple him onto the floor. Cut to her, standing by the center table in the reading room and nervously sorting through it all.)

Twilight: Please be a yes, please be a yes, please be a yes…

(She stops on one envelope closed with a wax seal and magically breaks it open so she can float out the letter within. Its few lines get a good close scrutiny that leads into an ecstatic grin.)

Twilight: Yes! (She bounds across to Spike.) She can make it, she can make it!

(On the end of this, she floats him up off the floor and starts flying in circles near the door, levitating him along the same path.)

Spike: (slowly raising his voice) Going out on a limb here, but I’m guessing that Princess Cadence said she can come this weekend! (Both settle down; he is a bit dizzy.)

Twilight: I’m finally gonna get to spend some quality time with my sister-in-law!

(The little guy produces a paper bag and proceeds to hyperventilate into it; cut to Twilight.)

Twilight: (throwing forelegs open) This is the best news ever!

(A knock at the o.s. door snaps her out of her reverie; back to it. A creak of the hinges exposes a narrow sliver of sky and village, and Fluttershy barely eases her head through.)

Fluttershy: Um…so sorry for barging in like this.

(Back to a surprised Twilight and Spike, the latter having disposed of his bag. The door’s closing is heard.)

Fluttershy: (giddily, crossing to them/trotting in place) But I’m so excited, I just couldn’t wait to tell somepony!

(A nip at the area behind her shoulders brings up a paper in her teeth; Twilight floats this away.)

Fluttershy: The Equestrian Society for the Preservation of Rare Creatures has given me permission to observe the rarest, tiniest, most adorable magical creatures in all of Equestria!

(Cut to the winged unicorn, studying the sheet, on the end of this, then back to Fluttershy after her o.s. gasp.)

Fluttershy: (grinning hugely) The Breezies! (Now Spike is reading it over.)

Twilight: Wow, Fluttershy! That’s fantastic!

Fluttershy: (hovering briefly) Oh, it’s not just fantastic. It might just be the best news ever!

(Like Twilight, she ends up on two legs by the time she finishes with this assertion, but only to rear up happily. The door gets into the act by being bashed down off its hinges from outside, crushing Spike to the floor; now Pinkie Pie rockets in to plow Fluttershy out of view. Twilight winces at the sound of their impact against the far wall; cut to the pair. The pink one is standing up in front of the yellow, who has wound up sitting on her belly but stands as Twilight comes over on the next line.)

Pinkie: I just got the most incredible mail anypony’s ever received in all of recorded pony postal history!

(She works her way up to her hind legs as she speaks, and on the end of the line, the camera cuts to a close-up of Twilight and Fluttershy. Surprise registers on both faces, and Pinkie uses her tail to show them the reason—a sheet depicting some broken-down outdoor equipment: table, chair, stools, sun umbrella. A few coins are shown above the mess. Zoom in to a close-up as she describes it.)

Pinkie: It’s a flyer about a one-day sale on used patio furniture! (She squeals and drops onto her back, tossing the ad away.) Could this day get any better? Woo-hoo!

(The three spectators trade a round of smiles, Twilight adding a slightly resigned eye roll to hers, and the view fades to black.)

OPENING THEME

Act One

(Opening shot: fade in to a long shot of the Ponyville train station and zoom in slowly to the sound of an approaching train. A travel-equipped Fluttershy and her five friends are waiting on/around the platform, but are soon lost to sight when the train pulls in with a screen-filling hiss of steam. When it clears, the view has shifted to a close-up of Fluttershy and Rarity, this shot picks out the pegasus’ bush hat, pink neckerchief, and saddlebags.)

Rarity: (magically opening one, floating a small roll of fabric into it) Here’s a wrap in case it gets cold.

(Close the flap; next Applejack sets down a basket of apples whose handle is in her teeth.)

Applejack: And I packed you a basket of nice fresh apples in case you get hungry.

Twilight: Have a great time.

Fluttershy: Oh, I will. (Twilight magically straightens her hat.) And I hope you have fun with Cadence.

(The train whistle blows; now carrying the basket, she follows other passengers past the conductor and onto the train.)

Conductor: All aboard!

(After they are all in, he checks his pocket watch and boards as well. The door shuts and the train rolls away, with Fluttershy waving from the platform at the rear end of the caboose and Pinkie smiling after her.)

Fluttershy: Goodbye! Goodbye, everypony!

Pinkie: (suddenly worried) FLUTTERSHY!! (She gallops after the train.) I’LL NEVER FORGET YOOOOOUUUUU!!

(The pink hooves stop only after the train is well ahead of her, and the blue eyes stare after it with unmistakable despair—which swiftly evaporates as a red balloon drifts past in the breeze.)

Pinkie: Ooh, something floaty!

(She sings to herself a bit as she trots happily after it, back toward the station.)

Twilight: (sighing) I’m a bit nervous about Cadence’s visit.

Applejack: What could you be nervous about, Twilight? Cadence just loves you to pieces.

Twilight: I know, but I really want her visit to go without a hitch. (Pinkie rejoins the group, carrying the balloon but absently letting it float away.)

Pinkie: Well, why wouldn’t it? (Realizing, she dejectedly watches it go.)

Twilight: Well, the last few times we’ve seen each other haven’t exactly been worry-free.

Rarity: The fate of Equestria has hung in the balance during most of your visits with her.

Twilight: Exactly! Cadence and I haven’t really had a chance to just enjoy being friends again— (smiling) —which is why it is so important that this visit be about the two of us having some real quality time together.

Applejack: I’m guessin’ you’ve got a plan that’ll keep it that way.

Twilight: The timing couldn’t be more perfect. For one day only, right here in Ponyville…

(Cut to a close-up of a poster hanging on the wall behind her. Against a night-sky backdrop is a profile of a white stallion’s head. The lines under his eyes and his long white mane and beard speak to his advanced age, and the beard is long enough to curl around his head in a complete circle. He wears a tall peaked wizard’s hat decorated with a crescent moon and stars, and small bells hang from the brim—it can only be Starswirl the Bearded, the great unicorn mage whose name has come up in passing. Light rays shine from the circle of beard, stars shine prominently above it, and the top and bottom areas of the poster both display gold ribbons marked with a moon and star. A row of additional stars goes across the very bottom edge.)

Twilight: (from o.s., pointing at poster) …the Starswirl the Bearded Traveling Museum! (Back to her; an additional bell tops the hat’s peak.) Cadence and I can spend the whole day looking at Starswirl the Bearded artifacts!

Rarity: Sounds like a perfect drama-free way to spend a day with Cadence.

Twilight: Not counting the drama surrounding which of the bells from his cloak they’ve chosen to put on display. (aside) Spoiler alert… (giddily, pointing to one particular bell on the brim) …it’s this one.

(Her excitement vanishes at the sound of retching from o.s.; cut to Rainbow Dash, who is miming the act of barfing her chow and getting a nasty look from Rarity.)

Rainbow: Uh… (Chuckle.) …sorry. Something in my throat. Like a big ball of…lame?!?

Rarity: I think it sounds delightful.

Applejack: Yep. Definitely sounds like you two will have some real quality time together.

Twilight: Exactly! Just quiet time.

(A whistle sounds off in the distance at considerable volume. She looks eagerly along the tracks, and the camera cuts to the speeding train to which it is attached. Unlike the one that took Fluttershy away, this one has cars made entirely of crystal in various hues—including the smokestack. The cowcatcher on the locomotive is built of jagged facets of this material, and purple flags bearing the snowflake emblem of the Crystal Empire stream beneath the plume of bright pink smoke issuing from the stack. When the brakes are applied, the resulting screech is enough to make all five mares cringe and clap hooves to ears.)

(The train comes to a quick stop at the platform, and trumpets hung with banners that show Princess Cadence’s cutie mark are raised to blow a fanfare before one door slides open. Out come two guard stallions, who take up positions on either side; one is a crystal pegasus, while the other is Flash Sentry, the yellow-tan pegasus whose pony and human forms both appeared in Equestria Girls. A red carpet is rolled out between them, and the darkness of the train car’s interior becomes brightly lit as a smiling Cadence steps out of it. Beaming, Twilight moves closer, but stops short when her sister-in-law bows to her.)

Cadence: Your Highness. (Twilight nervously glances to her friends, then copies the bow.)

Twilight: Your Highness.

(The other four mares do likewise; all hold the position for a second or two before Cadence straightens up with a gentle laugh.)

Cadence: I’m teasing, Twilight. We’re sisters-in-law. We don’t have to be so formal.

(At her nod, Flash and the other guard re-enter the car, whose interior lights have gone out again. The red carpet rolls up behind them, the door closes, and the train quickly pulls away. All six have come up out of their bow, and Twilight and Cadence walk along the platform.)

Cadence: Knowing you, you’ve made some plans.

Twilight: Boy, have I! (A thought strikes her.) Hang on just one second. (She doubles back to address the others.) You guys…

Rarity: Now, now, don’t you worry about a thing. We will make sure that nothing, but nothing, interferes with your visit.

Applejack: Go on, have a hootenanny with your kinfolk.

Twilight: (hugging Rarity) You really are the best friends a pony could ever have. (She backs away and calls over her shoulder.) Coming, Cadence!

(The four violet hooves pound along the planks, then settle into a leisurely walk as the two Princesses set off across the grassland bordering the tracks. Pinkie watches them go with a contented little sigh, then turns away from the scene.)

Pinkie: Two sisters-in-law bonding.

(She comes over all business as a blurry little speck appears in the distant sky and starts to zero in fast.)

Pinkie: Well, I for one am gonna make sure that nothing spoils their day.

(Only now does she take notice of the incoming projectile, which is now close enough to be in focus as something blue whirling at insanely high RPM’s.)

Applejack: Who [sic] is that thing?

Rarity: Whatever it is, DUUUUCK!! (She and Applejack do so; Rainbow zips away.)

Pinkie: Rarity, that doesn’t look anything like a duck!

(A white hoof loops around her neck and yanks her down just before the blue-tinted whatever-it-is sings through the air where she had been standing. It veers crazily away and crashes hard o.s.; cut to an overhead shot of the platform’s end as the four come down from it. The camera points down at them from the top of a tree.)

Rainbow: What is that?

(Ground level. A few leaves flutter down from the branches, along with a couple of loud sniffles and an unctuous, familiar male voice that sounds very under the weather.)

Discord: (from inside tree) Oh, not a what, but a who, dear.

Rainbow: (very uneasily) Oh, no. That sounds like…

(One loud sneeze consumes all the leaves in a great burst of blue flames and exposes the draconequus draped among the limbs. His entire body has gone various shades of blue, except for his eyes and brows/beard/tail tuft; zoom in to a close-up as he sniffles and moans a bit.)

Applejack, Pinkie, Rainbow, Rarity: DISCORD!!

(Snap to black.)

Act Two

(Opening shot: fade in to a long shot of the station and zoom in slowly on the very strange tableau that has established itself just off the platform. Discord is on the wrong end of four very hacked-off glares.)

Applejack: What in tarnation are you doin’ here? And why the jumpin’ junebugs are you blue?

Rarity: More like a shade of cerulean, to be precise. (Rainbow flies up to Discord.)

Rainbow: Whatever color you are is the color of trouble!

Discord: Oh, Rainbow Dash, I’ve changed. (slithering down, coiling up at base of tree) Surely you remember? I was reformed by lovely little… (Windup for a sneeze; Rarity bails out, leaving Applejack alone.) …Fluttershy!

(Here it comes; the recoil hurls him backward and causes a house to float away.)

Applejack: What are you, sick or somethin’? (Rarity returns, hoof to mouth; Discord stands.)

Discord: (chuckling contemptuously) Well, of course I’m sick! The blue skin? These sneezes? Could somebody find me a fainting couch?

(Attention turns to Rarity, who looks nervously from one pony to the next. Long pause.)

Rarity: What?

(Now Pinkie bulldozes a stack of luggage toward the tree with her head.)

Discord: (floating down to lounge on it) Oh, charming. Thank you. I can’t stop sneezing and wheezing. In short… (piteously) …I need help.

(He gives them the saddest little pout he can drum up, but Rainbow is not buying any of it.)

Rainbow: If you’re so “sick,” why have you come here instead of, you know, staying home in bed and getting over your weird illness?

(The afflicted trickster lets go with another sneeze and blows his nose loudly into a handkerchief, which promptly flies away as if it were a bird.)

Discord: Because this condition has left me helpless. Simply helpless.

(He flops against the luggage; cut to Applejack, cocking a very skeptical eyebrow, then back to him. An ice bag now rests on his head, and he has pulled a blanket up over himself.)

Discord: Why, I can barely lift a spoon.

(The utensil in question materializes in his lion paw on the end of this; it droops in his grip, and he tumbles to the ground as if its weight has dragged him down. All four ponies are giving him hairy eyeballs in various tints; when he gets up, the blanket and ice bag are gone.)

Discord: I came to find the one pony who truly understands me and could nurse me back to health. (looking around) Where is that dear sweet Fluttershy? (He picks Pinkie up and looks underneath her.) I need attention! (Put her down; uproot the tree.) I need some care! (Put it back.) I need—

(Rainbow stops him cold by zipping over to let her eyes bore into his.)

Rainbow: You need to chill. (She backs off.) Fluttershy’s out.

Discord: Oh, of course. Her trip, to see the Breezies. Ah, yes, well, I had forgotten that that was today. (Applejack and Rarity are quite put out at this.)

Applejack: How do you know about her trip?

Discord: (opening a suitcase, rummaging) Well, she told me about it in her last letter.

(His search yields a sheet, which he holds up for Pinkie to look over through narrowed eyes. They pop open in surprise as he pulls it away after a moment.)

Pinkie: Do you and Fluttershy write each other letters?

Discord: Well, of course we do. We’re friends.

(In a flash, he has outfitted himself in a white hospital johnny and is walking toward them, wheeling along an IV pole whose bag is hooked to a line running into his arm.)

Discord: It’s just such a shame— (turning to present the johnny’s open back; they goggle/shield their eyes) —that today of all days is when I really need her.

(He turns back to face them and instantly cheers up.)

Discord: Oh, well. I know what to do.

Rainbow: Good thinking. (pushing him o.s. toward station) Head on home, put your feet up, I’m sure eventually you’ll have the strength to make yourself soup or something.

(Cut to the platform on the second half of this. He has shed the hospital getup, and she pushes a suitcase into his forelimbs and plunks a hat on his head as she finishes. Pan to follow her flight back toward her friends, putting the unwelcome guest o.s.—and then framing him right back at the tree, without the luggage and headwear. Her eyes bug out upon realizing that he is directly in her way.)

Discord: Oh, no, no, no, no, no, no. I mean while she’s gone, you ponies can take care of me. (He slithers up between Applejack and Rarity.) Isn’t that what friends are for? Taking care of each other?

(Throwing a forelimb around each pair of shoulders, he gathers then in for a hug—then instantly sprouts another pair to reel in Pinkie and Rainbow with a chuckle.)

Discord: Let the healing begin. (Long, uncomfortable pause.)

Rainbow: Not it!

(Off she goes, cutting a zigzag path over the outskirts of Ponyville as she flees the scene. Discord stands up to gaze after her, having let go of the others and vanished his two extra limbs. None of the others are in view at this point.)

Discord: (offended) Well, that’s some way to treat a suffering friend.

(He sneezes toward a lamppost, which grows legs and stands up. Tipping the top of its housing like a hat, it walks away.)

Pinkie: (from o.s.) Don’t you worry, Discord. (Cut to frame him and the remaining three mares; she circles around him.) I’ll give you cuddles and read stories and tell you all about me! (Hug.) I was born on a Tuesday.

(To escape the embrace, the joker splits his body at the height of her gripping forelegs; the lower section walks away, and the upper floats clear to reattach itself.)

Discord: (chuckling) Oh, you’re so sweet to offer.

(Picking her up, he uses the loop of her forelegs to hang her up in the tree.)

Discord: But Rarity and Applejack already volunteered to be my own personal nursemaids. (Chuckle.)

(Cut to these two on the second half of this line; their faces come over with total disbelief.)

Applejack, Rarity: We did?!?  (Back to him.)

Discord: I so hope you don’t mind, Pinkie Pie.

(The snubbed pink pony gets herself down from the branch.)

Pinkie: (indignantly) Well, as a matter of fact, I most certainly—

(A red balloon, just like the one she chased along the tracks in Act One, is held out in Discord’s eagle-claw forelimb and released. She instantly perks up.)

Pinkie: Heeeey! (hopping after it) Who keeps throwing away these perfectly good balloons? (Close-up of Applejack and Rarity.)

Applejack: (softly, to Rarity) That joker’s up to somethin’, and whatever it is, we’re gonna keep it as far away from Twilight and Princess Cadence as possible.

(They look off to one side; cut to Discord, lying in a hospital bed next to the tracks. His hind legs and tail hang out over the footboard, he is back in a johnny, and a heart monitor is hooked up and beeping steadily.)

Rarity: (softly, to Applejack) You’re right. We promised we wouldn’t let anything ruin their visit—although I do so wish that “anything” had turned out to be something else!

(A glimmer of magic, and the tree trunk behind them has gone deep blue. Zoom out to reveal that the chaos master has taken its place, having shucked out of the johnny and bent his head down to address them.)

Discord: (congested) Did I hear you two talking… (Sniffle.) …about Princess Cadence’s visit with Princess Twilight?

Applejack: (warily) Maybe. (He stands up to full height.)

Discord: Fluttershy had mentioned that those two were getting together today. (smiling slyly) Mmm…how wonderful for them both. It is so rare that those two get to see one another. I don’t know about you, but I sometimes wonder how close they could actually be. (Cut to Applejack and Rarity; they trade a sour look as he continues o.s.) All those years apart before being reunited?

Applejack: They’re plenty close. (Back to him.)

Discord: And if they’re not, this rare opportunity to focus on their friendship will certainly bring them closer. Unless…

Rarity: Don’t even think about it! They mustn’t be disturbed.

Discord: Disturb them? Why, I wouldn’t dream of it. (leaning down, squashing their faces together) Not when I have two such dear friends of my own— (He lifts them up, still pressed cheek to cheek…) —who have already offered to take care of me— (…and drops them.) —and at such peril.

(The farmer and the designer have wound up sprawled out in the dirt; he hunkers down to them.)

Discord: This flu of mine is highly…

(Here comes the windup, then the sneeze, sending a shower of droplets over both of them.)

Discord: …contagious.

(To the point that their coats quickly turn blue, starting from the hind legs and working forward; Applejack ends up a little darker than Rarity. They let off a sneeze in stereo, hard enough to launch themselves backwards and crash into something o.s. Discord straightens up.)

Discord: (hamming it up) Oh, no! I’ve gotten you both sick. Whomever shall I turn to now in my time of need?

(Zoom in slowly to a close-up of his face as he utters a sneaky little chuckle and lets his forelimb digits tap together. From here, dissolve to a close-up of a banner with the same design as the Starswirl poster at the train station; zoom out during the next line.)

Twilight: (from o.s.) A whole day to celebrate Starswirl the Bearded!

(As she finishes, the camera movement brings her and Cadence into view. The banner is strung over the town square, which is now filled with exhibit and vendor stalls. One of them is topped by a huge rendition of the venerable unicorn’s hat, and ponies all over the place are decked out in variations of his beard and belled hat/cloak outfit. Twilight, of course, has gone so far as to don the Nightmare Night costume she made for herself in “Luna Eclipsed,” with the only change being the holes cut in the cloak to make room for her wings. Cadence is the one equine not wearing any form of Starswirl paraphernalia.)

Twilight: What could be better?

Cadence: (laughing a bit) Absolutely nothing.

(They stop short, and she pulls in a little gasp and hurries over to a display of candle stubs in holders. One of them, contained in a transparent box, sits prominently up front.)

Cadence: Is that the candlestick he used to light the way when he was exploring the caverns of Maretania? (Twilight joins her on the end of this.)

Twilight: It sure is.

Cadence: Oh, I can’t believe I’m getting to see it in real life!

(The mutual excitement fades away when the item begins to rattle madly within its box under her words. It whirls in place, becoming a blur of brass and wax, and resolves into a miniature Discord who aims the big sad soulful red eyes up at the pair. Two simultaneous cries of fear are followed by a hearty sneeze that shakes the box on its counter. The sides briefly bulge outward under the burst of blue sludge that fills the container; three hats on a nearby table float clear of it and zoom away under their own power. The front of the box falls open, and the gunk oozes out onto the ground; Discord is no longer within, but the stuff quickly forms into his body—which is short one head—as the wayward hats chase a couple of ponies through the square. His forelimbs plunge into the dirt at his feet, yank up the missing cranium, and plop it into place at the end of his neck.)

Twilight: (very irritated) Discord! What are you doing here? (He leans down to her.)

Discord: Oh, dear, dear Princesses! (running a hand down his face) I’m sorry to say that I’m sick.

(As he goes into a rather nasty coughing fit, the pink visitor averts her face and shifts her mane to serve as a barrier until it passes.)

Discord: Blue flu. (He backs off.)

Cadence: (puzzled) Blue flu?

Discord: Ah, I fear I’ve already given it to poor Applejack and Rarity.

(Back to the royal pair, who trade a confused glance that is quickly cut off by the o.s. Discord’s sneeze warm-up. As Twilight instinctively raises her wings to shield herself, Cadence fires up her horn; in a longer shot, she conjures up a hemispherical force field around the pair. It vanishes from sight, but flickers briefly when the sneeze comes out and impacts it.)

Cadence: (letting it flicker again) Magic health bubble.

Twilight: Good thinking! (Discord leans his forehead on it; glimmer on contact.)

Discord: Indeed. (running a talon over it) How would Twilight nurse me back to health if she were sick too? (smiling deviously) You will be letting me stay at your place until I’m all better, won’t you? (He backs off.)

Twilight: (dumbfounded) Stay? With me? (Hasty glance at Cadence.) Uh, now is not really the best time. (under her breath) Though I’m sure you already knew that.

Discord: (beseechingly) But taking in the sick and the desperate… (Several butterflies flit away from him.) …isn’t that what Fluttershy would do?

(He puts his paw and talons on the health bubble, causing it to flare up at those points.)

Discord: Isn’t helping something that friends do for friends?

(A pleading smile shifts gears into a suspicious grimace without bothering with the clutch.)

Discord: (turning away) Unless, of course, you’re really saying that you’re not my friend.

(A pout and grumbling little bray; Twilight and Cadence toss each other a quick sidelong look, sizing up the conundrum.)

Twilight: (through gritted teeth) No, that is not what I’m saying! (He turns to them, all smiles.)

Discord: Oh, how elated I am to hear that! (Slither up onto the bubble, all his limbs vanishing.) Shall the three of us head back to your place? I don’t want to get anypony else sick.

Twilight: (sighing heavily, trudging away with Cadence) Guess we don’t have much choice.

(The magical barrier moves with them, and Discord slides off it to land in a slightly kinked-up position on his belly. He re-materializes his lion-paw forelimb and raises it.)

Discord: (weakly) Carry me?

(The appendage falls off, as do his wings, and the camera cuts to both Princesses as they stop.)

Cadence: It isn’t far. I think you can manage. (Back to Discord, his wings and limbs back on.)

Discord: Oh, poo.

(Rather than get upright, he propels himself along the ground like the world’s strangest earthworm. Dissolve to a close-up of the pillow on Twilight’s bed being magically fluffed up. He curls up on the mattress and rests his head, and a little more telekinesis pulls the blanket up to cover him. Cut to Twilight and Cadence at the other end of her bedroom loft in the library’s upper-story living quarters; Twilight has changed out of her Starswirl outfit.)

Twilight: (acerbically) Need anything else?

Discord: (sniffling, opening nightstand drawer) Just knowing that I have a good friend like you— (rummaging around) —to take care of me has made me feel better already.

(What he pulls out is a very, very long scroll closely covered with writing; after a quick skim, it goes back in the drawer.)

Discord: I’ll be fine here on my own.

(A book is picked up from the nightstand and opened, and the two royals—one rather grumpier than the other—start for the stairs. Before they can get more than a few steps away, he sits up in bed and they freeze in their tracks as soon as he speaks.)

Discord: Oh! Just before you go… (holding lion-paw digits very close together) …just a little small request.

(Cut to the two caretakers. Twilight sighs wearily; Cadence lays a reassuring hoof on her shoulder.)

Cadence: (whispering) It’s going to be fine. We’ll just get him what he wants and be back to the exhibit in no time.

(Her sister-in-law smiles at this, and both turn back toward the invalid draconequus.)

Cadence: What was it that you needed?

Light woodwind/string/xylophone stoptime melody, brisk 4 (D minor)

Discord shifts between speaking in rhythm and singing during each verse

Each item/effect/setting he names disappears as soon as he mentions a new one

(He holds an empty glass into view toward her; zoom out to frame him now standing nearby.)

Discord:        A little glass of water, please

(Pull a handkerchief from Twilight’s ear and wipe his nose.)

                A fresh-pressed hanky if I sneeze

(Conjure up a teacup from which several bees buzz away.)

                Some tea with honey from the bees

                Whenever you can brew it

Music pauses

Cadence: I’ll get your tea.

Music resumes

(She hurries away; he zaps himself back into bed. It flips up on its headboard to eject a smaller copy of itself ,which promptly does the same.)

Discord:                        And while I get a little rest

(The smallest bed flips up; a medium-size Discord stands up from the space beneath, holding a medicine bottle.)

                                A teeny tiny small request

(Pull the cork; a very large fish pops most of the way out of its mouth.)

                                Some codfish oil for my chest

(The fish manifests a straw boater hat and a cane.)

Fish: (Discord’s voice)        Poured from a crystal cruet

Music pauses

(Cadence comes back up, levitating a pitcher.)

Twilight: A crystal cruet?

Music resumes; faster tempo, increasing gradually in speed and urgency

Tuba/timpani sneak in; stoptime feel ends

(He straightens up, back to full size.)

Discord:        My goodness, I’m a nincompoop

(Snowflake-like spots in various colors pop out all over his face and neck.)

                        Because I fear I’ve got the croup

(At the bottom of the loft stairs, Cadence stirs a caldron as Twilight levitates one of several pumpkins into it; he yanks the lot away.)

                I need a vat of pumpkin soup

(He empties it over their heads, instead of soup, flowers pour over both mares.)

                And scarves made out of zinnias

(Flash; the blooms have become long silk scarves draped over their backs.)

                Did I say zinnias? I meant silk

(A hard yank sets them spinning away like a top.)

                Or something shiny of that ilk

(He swims through a lake of milk in the meadows outside Ponyville.)

                And then I’ll need some nice warm milk

(A desert backdrop falls into view behind him as he holds up a cinnamon roll.)

                And pastry from Ab’ssinia

(It goes down his gullet in one chomp. Back to the bedroom: a close-up of his stomach, on which his face appears as crumbs tumble down past it.)

Discord:        And since my stomach’s feeling crummy

                Why not give my aching tummy

(The face returns to the front of his head; Cadence covers her own with her wings and Twilight averts hers.)

                Something soothing, something yummy

(A torrent of pasta pours onto the Princesses, irking them considerably.)

                Piled up with noodles?

(A slice of bread falls into view; behind it, the background wipes to a table.)

Discord:        Add a slice of homemade rye

(Slices of cheese are quickly added to make a stack reaching to the ceiling.)

                With stacks of Swiss way up high

(The table is in a diner; he sits at it as a very put-out Twilight walks up, dressed as a waitress with rhinestone-studded glasses and levitating a quill and order pad. Piles of pies and bags of herbs materialize around Discord.)

                Served with sides of sweet mince pie

                More basil, I need oodles

Music pauses

Twilight: (rolling her eyes) Anything else?

Music resumes; stoptime woodwind/string/xylophone melody, slow 4

(Snap to black, against which Discord dances and spins with Twilight in a spotlight.)

Discord:        I’ll be grateful for your charity

                Until the bitter end

(A flash, and he lies on the floor clutching a rose with her balanced on a raised curl of his body. From here, he nimbly twirls back up and balances himself on her raised front hooves, surprising her no end, before slithering down to dance close again.)

                Because I’ve heard that tenderness

                Is what you lend an ailing friend

Music pauses

Discord: (stroking her cheek) Tenderness. Isn’t that right, friend?

Twilight: Right, but—

(They and Cadence are instantly back in the bedroom; he drops her on the floor.)

Discord: So, who’s ready for my big reprise?

Music resumes; faster tempo, increasing gradually in speed and urgency

Tuba/timpani sneak in; stoptime feel ends

(He stands against a landscape of giant crackers, some partially eaten, and holds up two.)

Discord:        I’d like that glass of water, please

(The three stand outside a castle at night, dressed in shirts, ties, and black wizard robes. Twilight wears large round glasses, and Discord has a head full of shaggy white hair.)

                Some magic spell to cure disease

(He sneezes toward a Ponyville house and sends it tumbling away, conjuring up a hanky to wipe his nose.)

                A firm “gesundhoof” when I sneeze

(Bedroom; he yanks Twilight’s horn off and turns it into a sheaf of flowers.)

                A fresh bouquet of roses

(Outside in the fields; he holds two cough drops. A donkey stands on a hillside, blowing a tuba.)

                Some lozenges will soon appease

(They grow very large; he holds them up to his nostrils.)

                My wheezing when I start to sneeze

(Bedroom; he flashes into being here and deftly switches the manes of Twilight and Cadence, the former with her horn back on straight.)

                A wig to keep me from the breeze

(Hind limbs are held up, wrapped in pink sheets.)

                And blankets for my toes-es

(An airport security checkpoint. Now dressed in a suit jacket/shirt/tie and hat, he removes a pair of tweezers from a bag on its way into the X-ray machine as guards watch, bemused.)

Discord:        Take tweezers out of my valise

(Bedroom; he lies in bed, getting his hind limbs kneaded by two very repulsed Princesses whose manes have found their way back to their proper heads.)

                And then massage my knobby knees

(A wheel of cheese and a grater wink into being above a large bowl of peas and are put to use garnishing it.)

                A bowl of peas, some extra cheese

(A small Discord lounges on top of a very large dog.)

                A cuddle with a Pekingese

(He stands on a broad staircase at whose bottom a gold harp stands; its column is sculpted as a rearing ,singing, earth pony mare.)

                A singing harp who’s named Louise

(A goggle-equipped goat skis down a snowy slope, wondering exactly how it wound up there; next he launches himself from a circus trapeze.)

                A goat on skis, a new trapeze

(Other views tile themselves onto the screen as vertical panels: miniature Discord riding a monkey fitted with bit and bridle, full-size Discord dressed as a ringmaster and presiding over a flea circus, another of him squeezing a little Twilight doll until its eyes bug out. One last Discord rises into view in front of the collage.)

                And more and more and more and more of these

(As he holds out the last word, he lets his voice rise an octave and a little spare change.)

Music pauses

(The four scenes behind him freeze, and the front teeth in his broad grin swing open so that a sixth Discord can put his head and upper body out.)

Discord: And just because I oughta…

 Music resumes; slow tempo, quickly speeding up and building in urgency

(Gradual modulation to E flat minor)

(Close-up of him lying on the ground, guzzling water as fast as it pours into his mouth.)

Discord:        Make sure I’m drinking in the right

(Zoom out; the drink is supplied by a pipe snaking down from the village water tower. His stomach balloons out with the sheer volume. Sun goes down; moon comes up.)

                Amount of fluids day and night

(Bedroom; he looks out the window at a star in the night sky, then rubs a brass oil lamp as if trying to summon a genie.)

                I wish I may, I wish I might

(Outside, daytime; he uses calipers and a magnifying glass to inspect a suddenly tiny Twilight.)

                Have just one little thing

(Inside a wishing well; standing at the lip, he drops in a coin as Twilight and Cadence watch.  The coin falls toward the camera, showing his visage on its face and blacking out the screen.)

                Oh, would you please finally bring

(Snap to a freeze frame of him holding up his empty glass under a starry sky; the two mares sit at his feet. Zoom in on the container, framed by a bright starburst, then cut to him sitting on a chair under a spotlight. He pulls a rope, bringing down a deluge on himself.)

                Me that tiny glass of water?

(As he holds the last note, it floods to fill the screen, then drains away to put him back in the bedroom. He stands atop Twilight’s bed amid the swirling maelstrom of scrambled possessions and flops back down onto it in close-up, pulling up the blanket.)

Song ends in time with this last action

(Letting go with a nasty coughing jag, he looks placidly across the room—and finds nearly every square inch of it to be a dripping mess thanks to his last shenanigans. Twilight and Cadence have fared no better. The latter floats a glass of water over so Discord can pick it up; in close-up, he turns to the side, lifts it to drink, and instead drops it on the floor.)

Discord: Oops. Sorry.

(Longer shot; the room and the mares are now dry. Here comes a sneeze with a new effect: his entire body disintegrates into a mass of bubbles that float up and away.)

Twilight: (really fed up, walking away) All right, this is ridiculous!

Cadence: How did you even catch this flu?

(As she speaks, he emerges from the space between the bed and window, sprays some disinfectant over the invisible health bubble, and wipes it with a cloth.)

Discord: Inadequate hoof and claw washing. (Cut to Twilight, poring over three books held in her magic.)

Twilight: There must be some way to just cure you! (flipping pages) There has to be a spell or a remedy in one of my books!

Discord: (from o.s.; books drop) There is one way.

(She throws a puzzled look back across the loft; cut to the bed, where Discord now lies with his head near the footboard so he can smile at an annoyed Cadence. Twilight crosses to them.)

Cadence: And you didn’t think to mention it earlier?

Discord: (airily) Slipped my mind.

(One talon traces a lazy little circle in the air between the three, conjuring up a blob of whitish magic. Close-up of this, now seen as a thought bubble. As he continues, a landscape consisting of a grassy hill framed against desert mesas fades into view. On the hill is a flower with deep magenta petals and a yellow center. The sun sinks past the horizon.)

Discord: (from o.s.) On a hill, at the very edge of Equestria, there grows an exquisite magic flower.

(It uproots itself and floats above the hill. During the next line, land and sky fade away and the petals fall one by one; around them, water and the rim of a vessel fade into view.)

Discord: (from o.s.) Pick the flower as it drops its petals at sunset.

(Zoom out as he continues; it is a teapot, and the lid claps down onto it as a cup floats over and Discord walks up. The pot pours out for him, and as soon as he drinks, he recovers his normal coloration.)

Discord: (from o.s.) Then you can make a magical soothing elixir to cure the blue flu.

(A snap of his talons dispels the view; the screen clears to leave his present sickly self in the same position in the bedroom.)

Twilight: I suppose you have a good reason you didn’t bother to go get this flower as soon as you realized you were sick!

Discord: Well, I couldn’t travel that far in my condition. (wrapping blanket around himself, shivering) By the time I got there, I’d be too weak to even attempt to retrieve the flower.

(Close-up of the pony pair, who are really having a hard time accepting this flipped-out explanation.)

Twilight: So where exactly are Cadence and I headed?

(A flash from o.s.; zoom out to frame Discord now standing next to Twilight. He has donned a garish Hawaiian shirt, bucket hat, and mirrored sunglasses, has a lollipop protruding from his mouth with the stick end in his teeth, and is holding a map.)

Discord: Well… (clearing throat, turning map at various angles) …you want to head north, turn left at—oh. (folding it into a hat) You know, it would be much easier if I took you there myself.

(The impromptu chapeau is dropped onto Twilight’s head; she is not amused. Close-up of Cadence.)

Cadence: (skeptically) I thought you were in no condition to travel.

(Longer shot; Twilight has ditched the hat, and Discord winks in, having shed his goofy getup.)

Discord: I’m not. (Forelimbs go around both sets of shoulders.) We’ll need to make some arrangements.

(He voices a low, sneaky little chuckle as the sisters-in-law share a glance best translated as “Any bets on how much worse this is going to get?” Snap to black.)

Act Three

(Opening shot: fade in to a close-up of Discord, very much at ease in a golden seat well stocked with pillows. The sound of rushing air is heard, and the camera zooms out to a very long shot of his mode of conveyance. It is a throne on a massive raised dais, with a flight of steps leading up to it and flanked by four statues that all bear a likeness of his head. The lower two resemble the Sphinx in Egypt, while the top two are only giant busts. A large gong is mounted behind the throne. The entire assembly, constructed of solid gold, would not be out of place in a pharaoh’s court; it is flying through the late-afternoon sky, pulled by Twilight and Cadence in harnesses hooked to the Sphinxes’ mouths. The pink Princess is winded and flagging badly.)

Twilight: Doing okay there? (Cut to just behind their heads.)

Cadence: To be honest, I’m a little out of practice when it comes to flying.

Discord: (from o.s.) Well, then… (They glance back.) …lucky for you. (Long shot of the entire rig.) We’re here.

(It descends toward the grassy hill and arid desert landscape from his thought bubble and touches down on a path next to a deep canyon. Discord ends up slumped among the pillows.)

Discord: (pointing) It’s just at the top of that hill.

(His two chauffeurs look in that direction, now out of their harnesses. Cut to the start of the path, zooming out to frame its winding course uphill, then to one rise as they top it.)

Twilight: I’m really sorry about this. All I wanted was for us to have some peaceful quality time together.

Cadence: I know. (Long overhead shot, tilting ahead toward the hilltop.) I was looking forward to it too.

(A dissolve puts them at the end of their road; they stop in front of a tree trunk that is only partly in view. Cadence runs an eye over the ground as Twilight walks to the edge and looks around. No flower in sight.)

Twilight: This is the top, but where is that flower?

(Something very magenta, and at least twice her length and width, drops into view to cover her completely like a sheet. As she tries in vain to throw it off, Cadence kicks in a little magic and pulls it away. Laid out flat on the ground, it has the general shape of a flower petal. Twilight looks at it, then the trunk, and the camera tilts up to put her o.s. and show that the “tree” is actually the flower Discord described to them. He failed, however, to mention its sheer size.)

Twilight: (from o.s.) Oh. (Back to her, lifting off.) Come on. If we hurry, we can still have some time together.

(Cut to Cadence during this line; she follows suit, and the two stop on opposite sides of the stem. Their respective magics spread over the behemoth, and in due time the soil fractures in a ring encircling its base. It begins to rise clear of the ground; close-up of Cadence.)

Cadence: (straining) One…last…pull…

(The screen splits more or less vertically, with her in the right side and Twilight on the left, and the two panels slide back to make room for a third in the middle: the mighty stem hovering on the edge of breaking loose. Just as it comes free, the center panel expands to fill the screen, framing both magic-users and the very large crater they have just ripped open. Twilight flies over to Cadence in close-up.)

Twilight: Phew! Let’s get Discord and this flower back home. (A great rumbling starts up.) Then all our problems are sol—

Cadence: What in Equestria?

(The commotion is coming from the denuded hilltop—or, more specifically, the gargantuan, scaly, wormlike beast that erupts from the new hole. It voices a bellowing scream that has both of them gaping in shock; the scaly hide is blue-violet, with a red fringe just behind the pink head. It leans down to the sisters-in-law, training beady white/black eyes marked by red streaks on them for a long moment, and the mouth opens radially in three directions to let go with a shrill cry of fury. Three long black tentacles extend from the fearsome maw. The two Princesses have just met the Tatzlwurm.)

(Twilight and Cadence find their tongues in the form of a double scream; Twilight dodges a chomp, then Cadence, and they zoom away as it ducks back into the hole. An instant later it is airborne, having propelled itself skyward with its great muscles, and closing in fast with jaws wide open. One tentacle snags a pink hind leg and begins to drag Cadence down.)

Cadence: Twilight! (Cut to Twilight; she continues o.s.) Help! (Stop dead.)

Twilight: (diving) Get your coils off my sister-in-law!

(She fires off a spell, connecting squarely with the black appendage and causing it to release its grip. The Tatzlwurm falls on the hill and promptly lashes upward again, snagging the violet flyer this time—one foreleg, one hind leg, and around the midsection for good measure. Her cry of fear brings Cadence to a halt; she gasps and hurtles back toward her screaming friend, sending down a pair of blasts to dislodge two tentacles.)

Cadence: Let go of my sister-in-law!

(One more shot gets Twilight free so she can fly up again.)

Twilight: Thanks.

Cadence: (pointing downward) Don’t thank me yet!

(The thing is good and mad, judging from its howling upward lunge; Twilight has time for one horrified gasp before the tripartite jaws clamp shut around both of them. It plummets back to earth, only to have its mouth blown open by a strong magic burst from within. Down it goes, the sound of its impact far below drifting up to the mares as they brake to a midair stop. Now they circle around the Tatzlwurm, strafing from every angle they can reach as it screeches out its rancor.)

Twilight: Just…a little…more…

(Here comes her next beam, Cadence adding her own, and the combined power streaming into the head forces it to retreat into its hole and out of sight.)

Cadence: And for good measure…

(A bit of telekinesis shifts several loose boulders up to the hilltop and jams them into the crater. These shift slightly under the impact of a few strikes from underground—the thing trying to break through—but remain in place. Cadence lands alongside the pile as Twilight touches down on top of them, both out of breath.)

Twilight: Are you okay?

Cadence: (smiling) Yes. Better than okay, actually.

Twilight: Then let’s get Discord back to Ponyville, make that elixir, and finally get a chance to spend some quality time together!

(The pink ruler’s smile has turned into a full-on grin by the time she finishes. Dissolve to a stretch of the canyon; the giant flower is levitated into view around a bend, under the influence of Twilight and Cadence flying close behind.)

Discord: (from o.s., with gusto) To the ends of Equestria!

(That tone of voice causes their eyes to pop. Cut to an overhead shot of him on the end of this—flying throne nowhere in sight, gamboling about, and his normal colors entirely restored.)

Discord: To face such great danger! And she did it for me! She did it all for me! (He conjures up a boater hat and dons it, dancing o.s.) For me, for me!

(Just as quickly, he slides back into view while laughing wildly. The hat is gone; instead he now wears a white dress shirt, a pair of underwear, white socks, and sunglasses. His jubilation and momentum come to a quick end as he reaches two incredibly angry Princesses on the path. The shades are lifted for a clearer view; cut to their silent and stern countenances, then back to him. He has now shed all but the shades, and he pulls these off as Twilight flies up into his face.)

Twilight: You…were…FAKING?!? (He grins hugely.)

Discord: I was! (gently pushing her down to ground) But I had a very good reason.

Twilight: We’re listening.

Discord: Well…

(A tree with purple bark and blue boughs sprouts instantly to a great height, carrying him up and o.s. Only the first couple of words of the following are delivered with him in view.)

Discord: (from o.s.) …I was in my thinking tree. (Long shot; he lounges on a branch.) That’s where I do most of my really deep thinking.

(A flash, and he and it are gone; he hovers over to them.)

Discord: I was there and I said to myself, I said… (stroking her mane, lion-paw forelimb around shoulders) “Discord, your friend Twilight says that she’s your pal, but she never writes and she never pops in for a visit.”

Twilight: I don’t even know where you li— (Talons pinch her lips shut.)

Discord: “Now that she’s a princess, maybe she’s decided that she’s too good for you.”

(On the start of this line, he conjures on his head a copy of the tiara she wore at the end of Part Two of “Princess Twilight Sparkle.” As he finishes, cut to the disbelieving equines.)

Twilight: I have never considered myself too— (Back to Discord, the tiara gone.)

Discord: But how was I supposed to know for sure that I’m truly still friends with one of the most important ponies around?

Twilight: I’m not more im— (His tail wraps around her midsection and lifts her to eye level.)

Discord: By seeing if you would go to the ends of Equestria—for me, of course. (grinning) Which you did—literally! (He grabs a front hoof and shakes it.) Congratulations, Twilight, you passed my friendship test!

(On the end of this, he reaches o.s. and comes up with a medal on a chain, which he hangs around her neck. As he uncoils his tail, she takes a look at the thing; a close-up shows it as the left half of a heart broken down the middle, displaying his face set in a slightly crazed grin. He reaches into view and fits the right half to it, completing the picture: the trickster giving a big thumbs-up and partly obscuring the figure of Twilight standing alongside. Tilt up from the decoration to the violet face, which aims two supremely exasperated eyes straight ahead, then cut to frame both of them. Discord wears the right-half medal on a chain around his own neck and is waving a small pennant.)

Discord: Why the angry eyes? (Pennant vanishes.) You love passing tests. It’s not because my little exam put a damper on your visit with Princess Cadence, is it? (Twilight slumps a bit, still hovering. Both half-medals are gone.) Made it so that there was no time for you two to focus on your friendship?

(His voice shifts to subtle mockery on the end of this, but Cadence counters with a gentle smile.)

Cadence: You didn’t put a damper on our visit at all.

Twilight, Discord: (flabbergasted) He/I didn’t? (Twilight touches down next to her.)

Cadence: Spending the day at the Starswirl the Bearded exhibit would’ve been more relaxing, but to be honest, relaxation is the last thing I need.

Twilight: It is?

Cadence: Don’t get me wrong. Life in the Crystal Empire is wonderful, but it’s become a little…predictable. (laughing) I enjoy a little excitement now and then. Getting to face all these challenges today was just what I needed. And facing them with you just made me realize even more how lucky I am to have somepony like you as a friend.

(One of her gold-shod hooves comes up to rest on Twilight’s back as she finishes, and the two turn it into an embrace, ignoring the grumbly little sound that comes up from the back of Discord’s throat.)

Cadence: We may not see each other very often, but I know you’ll always be there when I need you. (Both glance toward him.) Just like she was there for you, Discord.

Discord: (petulantly) Yes, she’s a real sweetheart. We’re all so lucky to have her in our lives.

(Comes now a great rumbling, and all three clear out just before the giant worm breaks through to daylight. It is good and sore, and it lashes its mouth tentacles toward the trio but comes up dry because they are out of range. Discord has wound up in the grip of Twilight’s forelegs and is, for once, genuinely surprised and scared.)

Discord: What in the world?!

(The leviathan rears back as if preparing to strike, opens its mouth a bit, fluffs out the red fringe behind its head—and then leans down to sneeze over the three travelers. The health bubble Cadence cast shimmers over herself and Twilight as the phlegm strikes it, but the draconequus ends up thoroughly doused in the green gunk. The worm backs away with a groggy little groan and sinks into the hole it opened. Another flicker of the bubble testifies to its continuing efficacy for the two equines; Discord’s entire body, though, turns assorted shades of green, leaving only his eyes and brows/beard/tail tuft unaffected as before. A rash of green spots breaks out all over—now he is really sick.)

(Dissolve to the exterior of Fluttershy’s cottage and zoom in slowly. It is daytime.)

Twilight: (from inside, dictating) “I think it’s pretty clear that my visit with Cadence—”

(Inside, she paces the floor while Spike writes her words in the group’s shared journal.)

Twilight: “—didn’t go quite the way I expected. But in the end, I realized that when you’re with a good friend, even the most chaotic day can end up being a great experience that brings you closer.” (addressing herself o.s.) Wouldn’t you agree…

(Cut to a miserable-looking Discord inside a large, transparent bubble with an opening to pass things in/out. He is half-sitting, half-lying under a blanket and propped up on a pillow. All of his remaining lines are slightly muffled by the barrier.)

Twilight: (from o.s., pointedly) …Discord? (Applejack walks over, glaring at him; she is back to her normal coat color.)

Discord: (sniffling, hoarse/congested) Yes, Twilight. (Rarity joins her, also restored.)

Applejack: I don’t want to go sayin’ you got what you deserved.

Rarity: Well, I have no trouble saying it. (Applejack smirks.) You got what you deserved!

(Fluttershy approaches the opening, now out of the traveling gear she wore in Act One.)

Fluttershy: Now, now, he’s learned his lesson. (She flies up and puts a hoof through to stroke him.) Isn’t that right, my little patient?

Discord: I’m so glad that you’re back from your trip, Fluttershy. Just your presence here is making me feel so much better.

(Twilight rolls her eyes and voices a disgusted little neigh, and the camera cuts to a long shot of the entire group. Pinkie is now lying on top of the bubble, and Rainbow hovers smugly nearby.)

Discord: I was just wondering. Could I trouble you for just one more thing?

Twilight: NO!!

Discord: (hurt tone) What? I was simply going to ask… (holding lion-paw digits very close together) …for a teeny tiny glass of water.

(He finishes up with an angelic smile, and the view fades to black.)