FRIENDSHIP IS MAGIC—PART ONE (Mare in the Moon)

Written by Lauren Faust

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a closed book resting on a stretch of grass. It is bound in brown leather, with gold bands on the spine, and the cover depicts a unicorn’s head in gold with jeweled eyes. Zoom in as the cover opens to reveal “Once upon a time…” on the first page; when the screen is filled with blank whiteness, dissolve to a patch of dense clouds whose style suggests that they are part of the book’s illustrations. The border around the screen reinforces the effect. A gentle female voice begins to narrate.)

Narrator: Once upon a time, in the magical land of Equestria…

(On the second half of this, the clouds fade away and others slide out of view to expose the landscape. A town can be seen near a meandering stream, with a second one—made of clouds and rainbows—floating near it and higher than the peak of a nearby mountain. A city of white and gold projects from the nearly-vertical precipice. Zoom in on this, then cut to a pair of winged unicorns standing back to back on a cloud; the left one is white, with a pink mane and long tail, while the other is dark blue with a lighter blue mane/tail. Tilt up slowly.)

Narrator: …there were two regal sisters who ruled together and created harmony for all the land. To do this, the eldest used her unicorn powers to raise the sun at dawn. The younger brought out the moon to begin the night.

(In time with these descriptions, the sun rises behind the white one and the moon and stars ascend behind the blue to take its place. The two sisters now appear on opposite sides of a slowly rotating yin/yang design—sides: pastel green and marked with sun, pastel blue with the moon.)

Narrator: Thus, the two sisters maintained balance for their kingdom and their subjects—all the different types of ponies.

(Dissolve to the sun in a clear sky and tilt down past the younger unicorn’s lowered head; her narrowed eyes flash briefly before the camera stops on a group of ponies playing, eating, working the fields.)

Narrator: But as time went on, the younger sister became resentful. The ponies relished and played in the day her elder sister brought forth…

(Pan to a nighttime area filled with sleeping ponies.)

Narrator: …but shunned and slept through her beautiful night. (Tilt up to her, on a cloud under a crescent moon.) One fateful day, the younger unicorn refused to lower the moon to make way for the dawn. (Slow pan: the two face off, younger’s head/wings lowered, before she turns away.) The elder sister tried to reason with her, but the bitterness in the young one’s heart…

(Extreme close-up of her closed eyes, which open to show pink irises and fiercely narrowed, catlike pupils.)

Narrator: …had transformed her into a wicked mare of darkness.

(A violet mist washes across the screen and clears to show the change: the younger sister’s coat is so dark blue as to be almost black, and she wears blue armor on her head and chest. As she rears up, her long blue mane and tail billow behind her.)

Narrator: Nightmare Moon!

(Lightning strikes and the camera shifts to frame the Equestria settlements under a starless night and the crescent moon.)

Narrator: She vowed that she would shroud the land in eternal night.

(Dissolve to a sunlit hall in a palace and tilt down slowly to a group of five jewels attached by radial shafts to a gold hub, on which a glowing white sphere rests.)

Narrator: Reluctantly, the elder sister harnessed the most powerful magic known to ponydom.

(Overhead view of five jewels, laid on an ornate gold circle around a larger sixth at the center.)

Narrator: The Elements of Harmony!

(The elder sister now wears a gold tiara and shoots a pastel rainbow-colored beam from her horn, surrounding and subduing Nightmare Moon. It resolves into an image of the moon with an illuminated crescent and the younger sister’s silhouetted head visible in the darkened portion.)

Narrator: Using the magic of the Elements of Harmony, she defeated her younger sister and banished her permanently in the moon.

(It shrinks to the upper right corner of the screen, the silhouette fading away, as the background lightens and the older sister appears in the center on a golden throne. Her wings are spread, she has added a gold collar/necklace to her tiara, and the sun appears at top left. Zoom out slowly to frame this tableau in the morning sky above Equestria as a second, younger female voice gradually takes over during the following line.)

Narrator, Younger voice: The elder sister took on responsibility for both sun and moon, and harmony has been maintained in Equestria for generations since.

(Dissolve to the open book, which shows pictures from the preceding story.)

Younger voice: Hmmm…

(Cut to the reader, a light violet unicorn mare who sits on her belly, intently hunched over the book on the ground before her. Her mane and tail are straight and dark blue, with one streak each of dark violet and deep pink. Her eyes are large and purple, and her haunch bears a “cutie mark” consisting of a six-pointed pink star overlaid on a white one with five small white stars surrounding the two. This is Twilight Sparkle, whose face and voice mark her as a serious-minded thinker. It is daytime, and the white/gold architecture visible behind her suggests that she is in the mountain city seen in the book.)

Twilight: Elements of Harmony…I know I’ve heard of those before. (Long overhead shot; zoom out slowly.) But where?

(Snap to black.)

OPENING THEME

Act One

(Opening shot: fade in to a stretch of road, on which Twilight comes up over a hill, walking toward the camera. Her book is in a pair of saddlebags slung on her back. Two ponies step partly into frame in front of her, one white and one bright yellow with a cutie mark of two light blue hearts and one light green. The voice that speaks up identifies one of them as a mare.)

 

Mare: There you are, Twilight!

 

(Camera shift; a third is with them. All are unicorn mares with presents on their backs. The speaker is the white one, Twinkleshine: curly pink mane/tail, bright blue eyes, cutie mark of three blue stars. Another—medium blue coat, two-tone blue mane/tail, deep blue eyes—is Minuette. The yellow one—curly medium blue mane/tail, red-violet eyes—is Lemon Hearts. Her tail has a stripe of lighter blue that is not present in her mane.)

Twinkleshine: Moondancer is having a little get-together in the west castle courtyard. You want to come?

(Twilight recoils a bit from them; now Minuette’s cutie mark can be clearly seen—an hourglass.)

Twilight: Oh, sorry, girls. (eyeing her bags) I got a lot of studying to catch up on.

(She gives the trio a big grin and gallops off.)

Twinkleshine: (sighing disgustedly) Does that pony do anything except study? I think she’s more interested in books than friends. (They go on their way.)

Twilight: (to herself) I know I’ve heard of the Elements of Harmony.

(She races past two other ponies, up a few flights of steps, and into a tall tower. On a balcony outside its top level, a small, light violet dragon—a shade darker than Twilight’s coat—walks upright toward the doors carrying a present. The spiny plates running from head to tail are green, his underbelly is a pale yellow-green, and he has darker yellow-green ears shaped as tiny bat wings. The tail itself ends in a spade-shaped projection. This is Spike. Before he reaches the doors, they burst open and throw him backward; Twilight emerges from inside.)

Twilight: Spike! SPIIIIKE! (surprised) Spike?

(Cut to him, flat on his back; he sits up with eyes spinning. They are green.)

Twilight: (from o.s.) There you are.

(She gallops past as he clears his head. Inside, this level is shown to be a library, with various scientific instruments—including a large hourglass—arrayed near the floor-to-ceiling windows on one side. The woozy dragon comes up the stairs, with the present now impaled on his tail.)

Twilight: Quick! Find me that old copy of Predictions and Prophecies. (puzzled) What’s that for? (He pulls the box loose.)

Spike: Well, it was a gift for Moondancer, but…

(The bottom falls out, dumping a damaged teddy bear that squeaks when it hits the floor. His voice is somewhat younger than hers.)

Twilight: Oh, Spike… (knocking books off a stack with her head) …you know we don’t have time for that sort of thing.

Spike: But we’re on a break!

(Twilight eyes a book lying on the floor; her horn flares brightly and one on the top shelf floats free and down to her. She evidently possesses telekinetic abilities, which she uses to summon several more in time on the next line.)

Twilight: No…no…no…no, no, no! (Groan.) SPIKE!! (He is on a ladder at another high shelf, holding a book.)

Spike: It’s over here! (This time, her powers drag both it and him.)

Twilight: Ah!

(All the others hit the floor and she trots off, levitating this one alongside. This shot reveals that Spike stands roughly as tall as her back. As he reluctantly starts to pick up the books, Twilight lets her magic do the walking through the one he found.)

Twilight: Elements, Elements, E, E, E…aha! (reading) “Elements of Harmony. See ‘Mare in the Moon’”?

Spike: (now on ladder) “Mare in the Moon”? But that’s just an old ponies’ tale.

Twilight: (flipping more pages) Mare, Mare…aha!

(She has found a page that shows Nightmare’s silhouette framed by a crescent moon, as seen in the prologue. Four stars appear in the picture, one at each corner.)

Twilight: (reading) “The Mare in the Moon. Myth from olden pony times.” (Zoom in slowly on the picture, putting her o.s.) “A powerful pony who wanted to rule Equestria. Defeated by the Elements of Harmony and imprisoned in the moon.”

(Cut to Spike, now re-shelving books while slowly losing his balance on the ladder.)

Twilight: (from o.s.) “Legend has it that on the longest day of the thousandth year, the stars will aid in her escape, and she will bring about nighttime eternal.” (Back to her; she straightens with a gasp.) Spike, do you know what this means?

Spike: No.

(Gravity takes him and the tomes down with a yell; he lands on Twilight’s back and collects the scroll and quill pen she now has in her mouth.)

Twilight: Take a note, please. (snapping tail out straight) To the Princess.

Spike: (bouncing off it to the floor) Okey-dokey.

Twilight: (dictating while pacing; he writes) “My dearest teacher: My continuing studies of pony magic have led me to discover that we are on the precipice of disaster.”

Spike: (now o.s.) Hold on. (Back to him.) Preci…preci…

(He gives her a lost look—clearly he is not familiar with the word—and she thinks for a second.)

Twilight: Threshold.

Spike: Thre… (No good.)

Twilight: Uh…brink? (Still nothing; she groans.) “That something really bad is about to happen”!

(He writes this bit down quickly and she resumes her dictation and pacing.)

Twilight: “For you see, the mythical Mare in the Moon is in fact Nightmare Moon, and she is about to return to Equestria and bring with her eternal night. Something must be done to make sure this terrible prophecy does not come true. I await your quick response. Your faithful student, Twilight Sparkle.”

Spike: (slowly) “Twi-light…Spar-kle.” (He finishes writing.) Got it!

Twilight: Great! Send it.

Spike: Now?

Twilight: Of course!

Spike: Uh…I don’t know, Twilight. Princess Celestia’s a little busy getting ready for the Summer Sun Celebration, and it’s, like, the day after tomorrow. (She gets in his face.)

Twilight: That’s just it, Spike. (straightening up; camera tilts up toward sun) The day after tomorrow is the thousandth year of the Summer Sun Celebration. (Back to her.) It’s imperative that the Princess is told right away!

Spike: (writing) Impera…impera…

Twilight: Important!

(This word comes with enough oomph to throw him off his feet; he fetches up against a set of bookshelves.)

Spike: Okay, okay!

(He takes a deep breath, holds the rolled parchment in front of his mouth, and blows a burst of green fire over it. The message burns away, leaving only a tendril of sparkling pink smoke that snakes out a high window; tilt up to this.)

Spike: (from o.s.) There! It’s on its way. (Back to him as she paces.) But I wouldn’t hold your breath. (Pan to her.)

Twilight: (smugly) Oh, I’m not worried, Spike. The Princess trusts me completely. (crossing to him) In all the years she’s been my mentor, she’s never once doubted me.

(Spike’s cheeks bulge as if he is about to vomit; instead, he belches up a burst of green fire that forms into a sealed scroll. This drops to the floor.)

Twilight: I knew she would want to take immediate action. (Spike opens it and clears his throat.)

Spike: (reading) “My dearest, most faithful student Twilight…” (Cut to her at a window; he continues o.s.) “You know that I value your diligence, and that I trust you completely.”

Twilight: Mmm-hmm.

Spike: (from o.s., reading) “But you simply must stop reading those dusty old books!”

(She gasps as that sentence hits her like a two-by-four upside the head. Snap to black.)

Act Two

(Opening shot: fade in to a scrolling overhead view of the Equestria landscape, following a pegasus-drawn, flying gold chariot that carries Twilight and Spike.)

Spike: (reading) “My dear Twilight: There is more to a young pony’s life than studying. So I’m sending you to supervise the preparations for the Summer Sun Celebration in this year’s location, Ponyville.”

(During the previous line, the camera shifts to a closer profile of the chariot; the two pegasi pulling it are white stallions in gold livery and shoes. They have two-tone blue tails and matching crests on their helmets, similar to those worn by soldiers in ancient Rome. On the end of the line, cut to a head-on view of the clouds, which part to reveal the site: a pleasant-looking small town of wood-frame, thatched-roof buildings bordered by a stream and mountain. To one side is a fenced fruit orchard. Back to the pair; Twilight is clearly not enthused over this job.)

Spike: (reading) “And I have an even more essential task for you to complete—make some friends.” (She hangs her head over the side with a soft moan.) Look on the bright side, Twilight. The Princess arranged for you to stay in a library. Doesn’t that make you happy? (Long pause.)

Twilight: (brightening suddenly) Yes. Yes, it does. You know why? Because I’m right. I’ll check on the preparations as fast as I can, then get to the library to find some proof of Nightmare Moon’s return. (They approach the town.)

Spike: Then when will you make friends like the Princess said? (Final descent.)

Twilight: She said to check on preparations. I am her student, and I’ll do my royal duty, but the fate of Equestria does not rest on me making friends.

(The chariot touches down in a street, the two pegasi whinny, and Twilight climbs out.)

Twilight: Thank you, sirs.

(They smile and huff in response before she turns to Spike, who is now also out. As he speaks, a bright pink earth pony—that is, no horn or wings—with a fluffy, curly magenta mane and tail approaches from the other end of the street.)

Spike: Maybe the ponies in Ponyville have interesting things to talk about!

(The other pony is now seen in close-up: mare, with a cutie mark consisting of three balloons, two blue and one yellow. She stops in front of the pair and regards them with narrowed, medium blue eyes and a smile.)

Spike: Come on, Twilight, just try.

Twilight: (uncertainly) Uh…hello?

(The pink one responds with a massive gasp of pure surprise, a leap that leaves her briefly suspended in midair, and a sudden dash o.s. that nearly blows Twilight’s mane and tail off.)

Twilight: Well, that was interesting, all right.

(She trots off, Spike following with a weary moan. Dissolve to the pair proceeding through the orchard seen on the edge of town; Spike now has a scroll and pencil in hand.)

Spike: (reading) “Summer Sun Celebration Official Overseer’s Checklist.”

(They reach an open fence gate leading into a farm: well, barns, barrels, hay bales, and so forth. Above the gate hangs a wooden board with an apple-shaped cutout. Zoom out to frame the entire property, orchard and all.)

Spike: “Number one. Banquet preparations—Sweet Apple Acres.”

(A heavily Southern-accented female voice brings them up short.)

Southern voice: Yee-haa!

(Quick pan to the speaker, an orange-tan earth pony mare with a tousled blond mane and tail, both loosely tied back with red bands. She wears a brown cowboy hat and has green eyes and a trio of small red apples as a cutie mark. Racing up to one apple tree, which has several empty wooden tubs set around its base, she fetches its trunk a solid kick or “buck” with her hind legs. The strike shakes enough apples loose to fill the tubs in seconds, and she lifts her head proudly and crosses one foreleg over the other. The angle of her head exposes a small cluster of light, freckle-like “birdcatcher spots” at the outer corner of each eye. This is Applejack.)

(Twilight just hangs her head with a sigh and trudges forward.)

Twilight: Let’s get this over with.

(Spike follows as she lifts her head and approaches Applejack with a polite smile.)

Twilight: Good afternoon. (Close-up.) My name is Twilight Sparkle.

(Her face contorts in sudden pain, due to Applejack grabbing one of her front hooves and shaking it vigorously in a longer shot. The farmer’s voice is boisterous and friendly.)

Applejack: Well, howdy do, Miss Twilight. A pleasure makin’ your acquaintance. I’m Applejack. We here at Sweet Apple Acres sure do like makin’ new friends.

Twilight: (voice vibrating) Friends?…Actually, I— (Applejack lets go.)

Applejack: (winking) So, what can I do you for?

(Not realizing that her hoof has been released, Twilight is still unconsciously working it up and down. Spike finally stops its motion and laughs as she gives him a dirty look.)

Twilight: (clearing throat, smiling) Well, I am in fact here to supervise preparations for the Summer Sun Celebration. And you’re in charge of the food?

Applejack: We sure as sugar are. Would you care to sample some?

Twilight: Well, as long as it doesn’t take— (Applejack zips away.) —too long.

(Close-up of an iron triangle being rung as a meal summons, then cut to Applejack at it.)

Applejack: SOUP’S ON, EVERYPONY!!

(Back to Twilight and Spike on the end of this. They are quickly swept up in a stampede of earth ponies, which clears to leave them dazed and seated at a table. Applejack pops up next to them.)

Applejack: Now, why don’t I introduce y’all to the Apple family?

(Zoom out on the end of this to frame several new arrivals in the foreground, looking on eagerly, then cut to a close-up of Twilight.)

Twilight: Thanks, but I really need to hurry.

(A piece of dessert is thrust in front of her; in a longer shot, one of the family members is holding it. As Applejack begins to reel off names in an increasing tempo, one after another zips to the table and deposits an apple-based food item before rushing off.)

Applejack: This here’s Apple Fritter, Apple Bumpkin, Red Gala, Red Delicious… (now o.s.) …Golden Delicious, Caramel Apple… (Close-up of the table, ponies no longer seen as pile grows.) … Apple Strudel, Apple Tart, Baked Apples, Apple Brioche, Apple Cinnamon Crisp…

(By this point, the stack of food has grown so tall that Twilight and Spike have had to climb up to see over it. Applejack pops up again and takes a huge breath before continuing, the camera shifting to each of the next two members she names. The first is a large red stallion with birdcatcher spots, sleepy green eyes, hooves tipped with pale yellow, and a shaggy orange mane; he balances a cupcake on one hoof, wears a hitching collar, and has half a green apple as a cutie mark. The second, a young filly with no cutie mark, has a light yellow coat, reddish-gold eyes, and a red mane and tail. A three-layer cake is balanced on her back, just behind the large pink bow that secures her mane.)

Applejack: (from o.s.) …Big Macintosh, Apple Bloom… (Back to her and Twilight.) …aaaaand…

(She stuffs a whole apple in Twilight’s mouth and dashes off; quick pan to…)

Applejack: (from o.s.) …Granny Smith.

(Granny is an old, light green mare whose mane/tail have gone white and are each tied in a bun. Her cutie mark is an apple pie, and she wears an apple-decorated shawl around her neck. She snoozes in a rocking chair; zoom in.)

Applejack: (from o.s.) Up and at ’em, Granny Smith! We got guests!

(She wakes up with a snort, opening her eyes just enough to show them as red-orange. Her voice carries the same Southern accent.)

Granny: Wha—? (shambling over, mumbling) Soup’s on…I’m a—here I come, I’m comin’…

(Her joints creak audibly as she moves; when she reaches the table, Twilight still has her mouth full from the fruit Applejack shoved into it.)

Applejack: (patting Twilight’s back) Why, I’d say they’re already part of the family.

(One mighty spit sends the chewed-up apple flying so Twilight can voice an uneasy giggle.)

Twilight: Okay, well, I can see the food situation is handled, so we’ll be on our way. (Disappointed looks from others.)

Young Southern voice: (female) Aren’t you gonna stay for brunch?

(The speaker turns out to be little Apple Bloom, who has gotten rid of the cake on her back and is giving Twilight the big sad soulful eyes.)

Twilight: Sorry, but we have an awful lot to do.

Apple family: Awww… (Pause.)

Twilight: (unwillingly) Fine.

(Cheers from the family as the camera tilts up to frame the awnings strung overhead in the trees to shade the gathering. Dissolve to a patch of blue sky marked by a few wisps of cloud and tilt down to ground level, where Spike comes up over a hill with his checklist.)

Spike: Food’s all taken care of. Next is weather.

(Looking back, he sees Twilight trailing by several steps, her gut badly distended and her head nearly touching the ground.)

Twilight: (groaning in discomfort) I ate too much pie.

Spike: Hmmm…there’s supposed to be a pegasus pony named Rainbow Dash clearing the clouds. (Twilight looks up and sees several clouds.)

Twilight: Well, she’s not doing a very good job, is she?

(With no warning, a multicolored blur flashes across the screen and plows her away. Globs of mud splatter back from the puddle in which they have landed; on top of Twilight is a sky-blue pegasus mare whose unruly mane and tail are both striped with all the colors of the rainbow. She has reddish-violet eyes and a cutie mark of a red/yellow/blue-striped lightning bolt issuing from a cloud. This is Rainbow Dash.)

(Twilight groans softly, muffled slightly by the mud, before Rainbow gets upright with a big goofy grin. Her voice has a raspy, tomboyish quality to it.)

Rainbow: (laughing sheepishly, leaning over Twilight)  Uh…’scuse me?

(More laughing as she hovers a few feet up and Twilight groans again.)

Rainbow: Let me help you.

(Off she goes, with Twilight having barely enough time to stand up before she returns—now clean—and pushes a gray cloud into position above the puddle. A few stomps on its top produce a quick shower that leaves Twilight clean but soaked head to tail. Rainbow’s giggle floats down from overhead; cut to her on the cloud.)

Rainbow: Oops. I—I guess I overdid it. Um… (Back to the annoyed Twilight; she continues o.s.) …uh…how about this?

(“This” consists of the pegasus swooping down to fly in a tight circle around Twilight, creating a striped whirlwind that sucks all the mud out of the puddle.)

Rainbow: My very own patented… (She rises clear.) …Rainblow-Dry! (dropping to ground) No, no, don’t thank me. You’re quite welcome.

(Only now does she get a good look at the finished product: Twilight’s mane and tail are a frizzed-out mess not unlike those of the pink pony who bugged out on her earlier. She is clearly not amused; Rainbow, on the other hand, stifles a laugh and then gives it full voice, falling over in the process. Spike follows suit.)

Twilight: Let me guess. You’re Rainbow Dash. (She bolts upright, pitching Spike away.)

Rainbow: The one and only! (hovering) Why? You heard of me?

Twilight: I heard you’re supposed to be keeping the sky clear. (sighing, smiling) I’m Twilight Sparkle, and the Princess sent me to check on the weather. (Rainbow lounges on a cloud.)

Rainbow: Yeah, yeah, that’ll be a snap. I’ll do it in a jiffy. (Back to Twilight; she continues o.s.) Just as soon as I’m done practicing.

Twilight: Practicing? For what? (Back to Rainbow.)

Rainbow: (pointing) The Wonderbolts!

(Quick pan in the direction she has indicated, stopping on a poster pasted on a wall. Silhouettes of four pegasi streak across its starry sky, while three more—two mares and a stallion—stand proudly in the foreground. All three of these wear goggles and blue-green jumpsuits that leave snouts, ears, and manes exposed, and their manes are electric blue. Three lightning bolts are displayed at the bottom, the center one having a pair of wings. Zoom in slightly.)

Rainbow: (from o.s.) They’re gonna perform at the Celebration tomorrow. (Back to her, doing a loop to another cloud.) And I’m gonna show ’em my stuff.

Twilight: (smiling shrewdly) The Wonderbolts?

Rainbow: Yep.

Twilight: The most talented flyers in all of Equestria?

Rainbow: That’s them.

Twilight: Pffft! Please. (Rainbow glares at her.) They’d never accept a pegasus who can’t even keep the sky clear for one measly day.

Rainbow: Hey. I could clear the sky in ten seconds flat.

Twilight: (quietly) Prove it.

(The pegasus regards her from beneath lowered eyebrows for another moment, then springs into action to kick apart one cloud after another. The wake of her movements blows Twilight’s fluffed-up mane and tail back and forth as she and Spike watch.)

Rainbow: Loop-the-loop around, and wham!

(After this last hit, the sky above Ponyville is left without a cloud in it. This shot shows a round three-story tower or pavilion, with a porch at ground level and a balcony outside each upper story. The structure stands in a large open area, the town square, which is located near the stream at the edge of town. Unlike the other Ponyville buildings that will be seen on camera, this one appears to have one-piece double doors.)

Rainbow: What’d I say? (She drops onto the bridge over the stream.) Ten seconds flat. I’d never leave Ponyville hanging.

(The jaws of both watchers hang wide open at this acrobatic display in a close-up. Spike is first to recover.)

Rainbow: (from o.s., laughing) You should see the look on your face! (flying across, doubling back) You’re a laugh, Twilight Sparkle. I can’t wait to hang out some more.

(That last sentence kicks Twilight’s brain back into gear and throws a shock into her, but Rainbow zips away before she can say anything.)

Spike: Wow…she’s amazing!

(He toys with Twilight’s mane and smothers a guffaw; she gives him a disapproving little groan and stalks away toward the pavilion.)

Spike: (following) Wait! It’s kinda pretty once you get used to it!

(Zoom in on the upper portion of the pavilion on the end of this, then dissolve to Spike inside, checking the list again. Behind him, banners and flowers have been hung on the walls.)

Spike: Decorations.

(Cut to a ceiling-level view of the area—a single circular room—and tilt down past the elaborate hangings. The two sisters from the prologue are featured separately among the artwork, which includes a plethora of adornments for the balcony railings.)

Spike: (from o.s., breathlessly) Beautiful.

Twilight: (from o.s.) Yes. The décor is coming along nicely. (Both are now in view.) This oughta be quick. I’ll be at the library in no time. Beautiful, indeed.

(Between them, some distance back, another pony can partially be seen: white coat with a very faint gray tinge, long purple mane/tail done in loose elegant curls, cutie mark of three light blue lozenge-shaped jewels. That is, their shape matches that of the diamonds on playing cards.)

Spike: Not the décor…her!

(On this last word, the camera zooms in past the pair to focus on the third—a unicorn mare standing on a small dais at the back of the room. She wears pale blue eyeshadow, and her appearance and bearing mark her as a sophisticated type even before her voice confirms it. This is Rarity, who opens her eyes to expose vivid blue irises while levitating a few ribbon samples for a closer look.)

Rarity: No…no…no… (Back to Spike, hearts in eyes; she continues o.s.) …oh!…goodness, no…hmmm…

Spike: (grooming himself; hearts float up) How are my spines? Are they straight?

(Twilight just gives him a funny look before approaching the dais.)

Twilight: Good afternoon.

Rarity: (glancing briefly toward her) Just a moment, please. I’m in the zone, as ’twere. Ah, yes! (tightening a glittering red bow on a post) Sparkle always does the trick, does it not? Why, Rarity, you are a talent. Now, um, how can I help you—

(She trails off into a cry of horror upon getting her first good look at the poofed-up wreck of Twilight’s mane/tail, seen in a close-up and tilt from hooves to head.)

Rarity: (from o.s.) Oh, my stars, darling! Whatever happened to your coiffure?

Twilight: Oh, you mean my mane? (Cut to frame both.) Well, it’s a long story. I’m just here to check on the decorations, and then I’ll be out of your hair.

Rarity: Out of my hair? What about your hair? (She starts to gently bulldoze Twilight along.)

Twilight: Wait! Where are we going? Help!

(The lovestruck dragon floats after the pair, using the end of his tail as a propeller. Wipe to the exterior of an ornately decorated two-story building that bears a striking resemblance to an antique carousel, including the horses attached to the small upper story’s support posts and the one painted on a sign above the front door. This is the Carousel Boutique, whose door is split halfway up its height into two sections, each with its own knob. Unless otherwise noted, all doors in Ponyville will have this design, the same as that of the “Dutch door” commonly seen in horse stables. Several tents have been erected in the fields behind the building. Zoom in slowly.)

Rarity: (from inside) No…no…uh-uh.

(Cut to a mirror inside, which reflects a rather put-out Twilight dressed as a four-legged Statue of Liberty.)

Rarity: (from o.s.) Too green. (As a proper Southern lady.) Too yellow. (A Spanish dancer.) Too poofy. (A 1950s teenager.) Not poofy enough. (A French noblewoman.) Too frilly. (An aerobics instructor.) Too…shiny.

(Each of these outfits has incorporated a saddle in its design, and Twilight’s mane is done in an appropriate style; her tail is back to its usual shape. The next one consists of only the saddle, bedecked with small jewels, and a necklace bearing a large emerald. The straps float loose behind her; the mane is back to its normal straight style.)

Rarity: (from o.s., approvingly) Now go on, my dear. (Cut to her.) You were telling me where you’re from.

(She grabs the straps in her teeth and pulls. This area of the shop, part of a large showroom on the ground floor, can now be seen to have several mirrors, a changing room, and a low platform for customers to stand on so they can see their reflection. Twilight has risen to her hind legs, exposing a bracelet on a front hoof as part of the outfit.)


Twilight: (strangled) I’ve…been…sent…from…Canterlot…to… (Rarity lets go, surprised.)

Rarity: Huh?

(They go flying in opposite directions; Rarity is first to get up. The city on the mountaintop has now been identified.)

Rarity: Canterlot?!? (She rushes over; hearts float from the smitten Spike’s head. He is not carrying the checklist.) Oh, I am so envious! The glamour, the sophistication! I have always dreamed of living there! I can’t wait to hear all about it. (leaning close; Twilight backs up) We’re gonna be the best of friends, you and I.

(Her happy reverie breaks when she takes a good look at Twilight’s new duds.)

Rarity: Emerald?!? What was I thinking? Let me get you some rubies! (She dashes off.)

Twilight: (galloping past Spike) Quick! Before she decides to dye my coat a new color!

(He just stands in the middle of the floor and sighs contentedly before the view dissolves to a close-up of him riding through a meadow on Twilight’s back.)

Spike: Wasn’t she wonderful? (Longer shot; Twilight no longer wears the fancy saddle, and he has checklist in hand again.)

Twilight: Focus, Casanova. What’s next on the list?

Spike: (checking it, clearing throat) Oh…uh…music. It’s the last one.

(Twilight stops short upon hearing a fanfare being whistled somewhere up ahead; she and Spike hide in some bushes and poke their heads out to watch. Pan away from them to the source—several birds perched in a tree, with a light yellow pegasus hovering in front of them and facing away from the camera. Long, straight pink mane and tail that curl gently upward at the ends, and a cutie mark of three pink butterflies.)

(One of the birds is noticeably out of time, drawing the pony’s worried attention. A close-up presents Fluttershy for the first time—mare, with blue-green eyes and a soft, gentle, timid voice.)

Fluttershy: Oh, my. Um, stop, please, everyone. (Silence; she flies up to the bad singer.) Um, excuse me, sir. I mean no offense, but your rhythm is just a teeny tiny bit off. (Back up.) Now, follow me, please. A-one, a-two, a-one, two, three.

Twilight: (from o.s., calling to her) Hello!

(The shout not only startles the conductor, but scares her entire vocal ensemble out of the tree.)

Fluttershy: Oh! (She sees Twilight, now out of the bushes.)

Twilight: Oh, my. I’m so sorry. I didn’t mean to frighten your birds. I’m just here to check up on the music, and it’s sounding beautiful.

(Fluttershy touches down, looking at Twilight sidelong or not at all, and fidgets one hoof against the ground without saying anything. The newcomer stitches a big grin across her face and lets her eyes flick nervously back and forth for a moment before breaking the silence.)

Twilight: I’m Twilight Sparkle. (Silence; Fluttershy still avoids eye contact.) What’s your name?

Fluttershy: (softly) Um, I’m Fluttershy.

Twilight: I’m sorry, what was that?

Fluttershy: (backing away, even softer) Um, my name is Fluttershy.

Twilight: Didn’t quite catch that.

(The meek pegasus can do no more than voice a tiny squeak and look at Twilight sidelong, as if trying to disappear behind the hoof-length curtain of her mane. Birds return to the tree.)

Twilight: Well, um, it looks like your birds are back. So I guess everything’s in order. Keep up the good work.

(Another tiny little noise from Fluttershy.)

Twilight: (backing off slowly) Oo-kay.

(Fluttershy just stands there, eyes downcast and one of them hidden behind her mane. She finally peeks toward Twilight; cut to her one-eyed perspective of the unicorn and Spike, who has at last emerged from the bushes without the checklist.)

Twilight: (to him) Well, that was easy.

(Back to Fluttershy, who comes to life with a gasp and a flutter of wings that scares all the birds off again. Now she gets some lung power behind her voice.)

Fluttershy: A baby dragon! (She zips over to Spike, knocking Twilight away.) Oh, I’ve never seen a baby dragon before! He’s so cute!

Spike: (to the sprawled-out Twilight) Well, well, well!

Fluttershy: Oh, my. He talks. I didn’t know dragons could talk. That’s just so incredibly wonderful, I… (hovering) …I just don’t even know what to say!

(Spike suddenly finds himself grabbed by Twilight’s magic and hoisted onto her back; pan to her on the next line as she starts away.)

Twilight: Well, in that case, we better be going. (Fluttershy hurries after her.)

Fluttershy: Oh, wait! Wait! What’s his name?

Spike: I’m Spike.

Fluttershy: Hi, Spike. I’m Fluttershy. Wow, a talking dragon! And what do dragons talk about?

Spike: Well, what do you want to know?

Fluttershy: Absolutely everything.

(This conversation keeps grating on Twilight’s nerves until the last line, when her eyes pop in surprise. She groans loudly and the camera cuts to a long shot of the trio going down the road.)

Spike: Well, I started out as a cute little purple-and-green egg.

(Dissolve to the trio walking through Ponyville proper. It is now late in the afternoon, and Spike is still talking to Fluttershy as Twilight glares impatiently ahead.)

Spike: And that’s the story of my whole entire life—well, up until today. Do you want to hear about today?

Fluttershy: (moving closer) Oh, yes, please!

(Twilight does a quick 180-degree turn and stops in the same motion to face Fluttershy, prompting a yell from the passenger.)

Twilight: I am so sorry.

(Long shot: they have arrived at a large, gnarled tree whose trunk and foliage are set with many windows, one of which has a hanging lantern. A balcony is visible perhaps halfway up, the front door displays a picture of a lit candle, and a sign outside depicts an open book. In addition, a beehive hangs from one branch. This can only be the library Spike mentioned earlier in the act.)

Twilight: How did we get here so fast? This is where I’m staying while in Ponyville, and my poor baby dragon needs his sleep.

Spike: No, I don’t! (She bucks him off with a big phony grin.)

Twilight: (leaning to him, baby talk) Aw, wookit that. He’s so sweepy, he can’t even keep his wittle bawance.

(The “sweepy”—that is, “sleepy”—dragon glares at her stupidly grinning face before being swept up by Fluttershy.)

Fluttershy: Poor thing. (flying inside) You simply must get him to bed.

(Realizing that things are getting out of hand, Twilight dashes in and quickly ejects her.)

Twilight: Yes, yes. We’ll get right on that. Well, good night!

(Door slam, leaving a very befuddled Fluttershy on the step. Cut to the pitch-black interior, with the figures of Twilight and Spike dimly visible; he is quite put out at having the conversation broken off so abruptly. Both pairs of eyes gleam in the darkness.)

Spike: Huh. Rude much?

Twilight: Sorry, Spike, but I have to convince the Princess that Nightmare Moon is coming, and we’re running out of time. I just need to be alone so I can study without a bunch of crazy ponies trying to make friends all the time. Now where’s the light?

(She lets her eyes spin in their sockets on “crazy ponies” to drive the point home. Her question is answered when the lights suddenly come on, revealing a large circular room whose walls are lined with bookshelves; other volumes are scattered around lofts set into the walls above them. Night has fallen, and this reading room is filled with ponies, many of whom blow on noisemakers in their mouths. Streamers hang from the upper reaches.)

Crowd: SURPRISE!!

(Confetti rains down over the group, and a party favor is blown out in front of one thoroughly confused, grumpy-looking violet unicorn who moans wearily. Fade to black.)

Act Three

(Opening shot: fade in to the surprise party in full swing. The pink pony who dashed away so quickly upon first seeing Twilight pops her head into view to address her. This is Pinkie Pie, whose voice is cheerful, energetic, and slightly hyperactive-sounding.)

Pinkie: Surprise! Hi. I’m Pinkie Pie, and I threw this party just for you! (hopping around) Were you surprised? Were you, were you? Huh? Huh? Huh?

Twilight: Very surprised. Libraries are supposed to be quiet.

Pinkie: (giggling) That’s silly. (leaning on Twilight, who shakes her head) What kind of welcome party would this be if it were quiet? I mean, duh! Booooring! (Big grin; she follows Twilight, talking full tilt.) You see, I saw you when you first got here, remember? You were all, “Hello,” and I was all— (Gasp.) Remember? You see, I never saw you before, and if I never saw you before, that means you’re new. (Close-up of Twilight, groaning; she continues o.s.) ’Cause I know everypony, and I mean everypony, in Ponyville.

(Twilight comes to a refreshment table. As Pinkie keeps going at top speed, poking her head into/out of view from all angles, she takes a red bottle in her teeth and pours its contents into a waiting glass. Other bottles on the table are green.)

Pinkie: And if you’re new, it meant you hadn’t met anyone yet, and if you haven’t met anyone yet, you must not have any friends, And if you don’t have any friends, then you must be lonely, and that made me so sad. And I had an idea, and that’s why I went— (Gasp.)

(Close-up of the glass as Twilight puts a straw into it. The green bottles’ labels display filled glasses, while the red one shows flames. On the start of the next line, cut to frame them both as Twilight starts to sip.)

Pinkie: I should throw a great big, ginormous, super-duper spectacular welcome party and invite everyone in Ponyville! (Applejack, Fluttershy, Rainbow, and Rarity quickly gather around her.) See? And now you have lots and lots of friends!

(Twilight’s eyes pop as big as dinner plates and she turns to face the group, her face suddenly beet-red with bulging cheeks and streaming eyes due to the effects of her drink. Zoom in quickly to a close-up.)

Applejack: (from o.s.) Are you all right, sugar cube?

(Longer shot; Twilight jumps up with steam whistling from her ears, her mane and tail briefly turning to flames, and zips off at top speed. Pinkie’s next words get a round of puzzled looks.)

Pinkie: Aww, she’s so happy she’s crying!

(As Twilight goes upstairs to get some relief, Spike picks up the bottle and regards its label; close-up of this.)

Spike: (from o.s.) Hot sauce.

(Pinkie reaches into view and tips the bottle so that the sauce dribbles over one of the cupcakes on the table.)

Pinkie: (from o.s.) Mmmm…

(If her previous words had the others confused, her next action—to pick up the snack and eat it in one bite—really throws them for a loop or three.)

Pinkie: (mouth full) What? It’s good!

(They smile again at the sheer silliness of her appetite. Dissolve to a loft that has been outfitted as a bedroom for Twilight and zoom in slowly. There are bookshelves lining one wall, but the rest of the space has been cleared to make room for a bed, a house plant, a small floor mat, and a table by the window with a unicorn-head bust on it. Two overlapping horseshoes and a cuckoo clock have been hung on the wall, and a telescope stands at the window. Part of the floor-level section of this room is visible: more bookshelves, a desk, the entrance to a staircase leading down. This living space, therefore, is on a higher level than the main reading room.)

(Twilight is on the bed, huddled on top of the blankets with her head under the pillow, and the lights are dim up here. However, muffled, pounding dance music can be heard from below, indicating that the party is still going. She lifts her head in close-up, pillow and all, and takes note of the insanely late hour with a groan. A door is heard opening.)

Spike: (from o.s.) Hey, Twilight!

(Floor level; he has just entered, lampshade on head, and is still grooving to the beat that can now be heard very clearly.)

Spike: Pinkie Pie’s starting Pin the Tail on the Pony! Wanna play?

Twilight: No! All the ponies in this town are CRAZY! Do you know what time it is?

Spike: It’s the eve of the Summer Sun Celebration. (Cut to Twilight; he continues o.s.) Everypony has to stay up, or they’ll miss the Princess raise the sun. (Ground level, framing both.) You really should lighten up, Twilight. It’s a party!

(With a tilt of the shade, he saunters out to rejoin it; she mimics his tone of voice with gibberish as the door closes. Overhead view as she lies down, holding the pillow over herself, and groans.)

Twilight: Here I thought I’d have time to learn more about the Elements of Harmony. But, silly me, all this ridiculous friend-making has kept me from it!

(A turn toward the window affords her a clear view of the full moon, whose craters and darkened surfaces form the silhouette of Nightmare’s head. She gets up and approaches as four prominent stars slowly drift toward it.)

Twilight: (softly) “Legend has it that on the longest day of the thousandth year…” (Outside the window.) “…the stars will aid in her escape…” (levitating an open book) “…and she will bring about everlasting night.”

(She is repeating what she read about the Mare in the Moon during Act One, with a slight mis-quotation of the last two words. Back inside the room; she lowers the book, which shows the same vision that she sees through the window.)

Twilight: I hope the Princess was right. (Close-up, the moon reflected in her eyes.) I hope it really is just an old pony tale. (Door opens.)

Spike: (from o.s.) Come on, Twilight! (Cut to him, still wearing the lampshade.) It’s time to watch the sunrise!

(Wipe to the exterior of the town square pavilion, its windows glowing into the night as several ponies make their way to the door and the music fades. Inside, the camera tilts down from the many banners and the pegasi admiring them to frame a hushed, packed house; the dais on which Rarity was working stands empty, as does the balcony directly above. A curtained archway is behind the balcony railing. The profound silence is shattered when Pinkie zips up to Twilight and Spike, the latter riding on Twilight’s back.)

Pinkie: Isn’t this exciting? Are you excited? ’Cause I’m excited, I’ve never been so excited, well, except for the time that I saw you walking into town and I went— (Gasp.) But I mean, really, who can top that?

(The birds Fluttershy was rehearsing in Act Two perform a short fanfare, and a spotlight picks out the vacant balcony and descends to the dais. Here now stands a light tan earth pony mare wearing gold-framed half-moon glasses, and a white shirt collar secured with a green ribbon tie. Her waved mane and tail are two light shades of gray. She is Mayor Mare, and her voice has a tone of dignity that comes with age and experience in office.)

Mayor Mare: Fillies and gentle-colts!

(Close-up. The eyes behind the spectacles are bright blue, and her cutie mark consists of a scroll tied with a blue ribbon.)

Mayor Mare: As Mayor of Ponyville, it is my great pleasure to announce the beginning of the Summer Sun Celebration!

(Cheering from all except a very uneasy Twilight and Spike, then silence.)

Mayor Mare: In just a few moments… (Tilt up slowly toward the windows, putting her o.s.) …our town will witness the magic of the sunrise and celebrate this, the longest day of the year!

(The camera has stopped on the banner depicting the sun. Back to Twilight, Spike, and Pinkie.)

Mayor Mare: (from o.s.) And now, it is my great honor to introduce to you the ruler of our land…

(During this line, Twilight looks up at the moon and is stunned to see the four drifting stars disappear into its perimeter. At the same time, the dark unicorn-head shape vanishes from the surface. Back to Mayor Mare on the start of the next line.)

Mayor Mare: …the very pony who gives us the sun and the moon each and every day…the good, the wise… (Pan through the jubilant throng; she continues o.s.) …the bringer of harmony to all of Equestria…

Fluttershy: (to her birds) Ready? (Back to Mayor Mare.)

Mayor Mare: …Princess Celestia!

(Quick tilt up to Rarity, who grabs a nearby rope in her teeth and hauls on it. The curtains part, the spot hits the balcony as another fanfare plays, and Rarity—now seen to be standing at its edge—looks toward the pool of light. However, there is no one and nothing in it.)

Rarity: Huh? (General confused murmurs; cut to Twilight and Spike and zoom in.)

Twilight: (fearfully) This can’t be good.

Mayor Mare: Remain calm, everypony. There must be a reasonable explanation. (Back to Twilight/Spike/Pinkie on the end of this.)

Pinkie: (jumping in place) Ooh, ooh! I love guessing games! Is she hiding?

Rarity: She’s gone! (Gargantuan gasp from all present.)

Pinkie: (to Twilight) Ooh, she’s good.

(Her good cheer goes bye-bye in a split second as she voices a panicked cry while glancing up toward the balcony. Twinkling clouds of deep blue-violet vapor have begun to envelop the balcony as another gasp rises from ground level. Zoom in on Twilight and Spike, who remain fully illuminated and move closer to the camera as if on a conveyor belt; the lights dim on the rest of the crowd.)

Twilight: (softly) Oh, no.

(The thickening clouds burst away, revealing the blue-armored, winged unicorn figure of Nightmare behind them. Her mane and tail are made of the same blue-violet vapor, and her coat is actually an even darker blue-black hue than in the picture from Twilight’s book. The edge of her helmet frames scornful, light blue-green eyes with catlike pupils and deep blue-violet shadow on the lids, and her towering size is accentuated by the spread of her wings. A white crescent moon appears both on her chest armor plate, and against a dark purple splotch on her haunch as her cutie mark.)

Twilight: (from o.s.) Nightmare Moon!

(Spike moans in shock and faints, toppling off her back. Nightmare’s voice broadcasts an unsettling mixture of suavity, contempt, and barely concealed menace in roughly equal parts.)

Nightmare: Oh, my beloved subjects. It’s been so long since I’ve seen your precious little sun-loving faces.

(The camera cuts here and there among the terror-stricken crowd during the second half of this line, then frames a boiling-mad Rainbow in close-up.)

Rainbow: What did you do with our Princess?!? (She starts into a flying charge, but Applejack grabs tail in teeth to stop her.)

Applejack: Whoa there, Nelly!

Nightmare: (chuckling richly) Why, am I not royal enough for you? Don’t you know who I am?

Pinkie: (cheerfully) Ooh, ooh! More guessing games! Um…Hokey Smokes! How about…Queen Meanie? No…Black Snooty! Black Snooty!

(Her next guess is muffled by the cupcake that Applejack crams into her mouth with a big embarrassed grin.)

Nightmare: (leaning over Fluttershy, scaring her/scattering birds) Does my crown no longer count, now that I have been imprisoned for a thousand years?

(Next she gets in Rarity’s face, cradling it in a lock of her intangible mane.)

Nightmare: Did you not recall the legend? (slapping gently) Did you not see the signs?

Twilight: (from o.s.) I did! (Cut to her; Spike still laid out.) And I know who you are! You’re the Mare in the Moon—Nightmare Moon! (Crowd gasps.)

Nightmare: Well, well, well. Somepony who remembers me. Then you also know why I’m here.

Twilight: (losing her nerve) You’re here to…to…

(She swallows hard. Long shot of Nightmare, seen through the crowd; zoom in as she lets go with a growing chuckle.)

Nightmare: Remember this day, little ponies, for it was your last. From this moment forth, the night will last forever!

(Zoom out quickly; lightning cracks through the upper reaches of the pavilion and the material of her mane and tail billow over the entire room as she laughs exultantly. At ground level, Twilight grits her teeth out of nervous fear, the camera zooming in on her face. Cut to a “To be continued…” title card and fade to black.)

Continued in Part Two


FRIENDSHIP IS MAGIC—PART TWO (Elements of Harmony)

Written by Lauren Faust

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a “Previously on My Little Pony” title card. Cut to a scene from Part One, Act One: Twilight Sparkle consulting a book in her Canterlot library while Spike shelves others.)

Twilight: (reading) “Elements of Harmony. See ‘Mare in the Moon’”?

Spike: But that’s just an old ponies’ tale.

(Close-up of the page that shows Nightmare Moon’s silhouette framed by a crescent moon, with a star in each of the four corners.)

Twilight: (from o.s.) “She will bring about nighttime eternal.” (Cut to her.) It’s imperative that the Princess is told right away!

(Spike belches up Princess Celestia’s response to Twilight’s warning letter.)

Twilight: I knew she would want to take immediate action.

(Overhead view of the pair’s chariot journey to Ponyville at the start of Act Two.)

Spike: (reading) “My dear Twilight: There is more to a young pony’s life than studying.” (Close-up of them; Twilight not enjoying this.) “Make some friends.”

(In Ponyville, the first meeting with Pinkie Pie, and the latter’s gasp, are followed by Twilight trying to get some rest in her new digs above the library’s reading room while Spike comes up from the party going on down there.)

Twilight: All the ponies in this town are CRAZY!

(She looks at the picture of Nightmare and compares it against the darkened figure visible on the full moon, framed by four stars drifting toward it.)

Twilight: I hope the Princess was right.

(Inside the town square pavilion, Act Three; Rarity has just opened the balcony curtains for the expected arrival of Celestia, who is nowhere in sight.)

Rarity: She’s gone! (Cut to Twilight and Spike, ground level.)

Twilight: (softly) Oh, no.

(Close-up of Nightmare in the horseflesh, then zoom out as the vapor of her mane and tail billow around her on the balcony and lightning flashes overhead. Her laughter echoes over the room.)

Twilight: (from o.s.) Nightmare Moon!

(Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a close-up of Nightmare as she laughs. Zoom out as at the end of the epilogue, then cut to Mayor Mare in the crowd.)

Mayor Mare: Seize her! Only she knows where the Princess is!

(On the end of this, three pegasus guards matching the appearance of ones who pulled Twilight’s chariot—white coats, gold shoes, saddles, and Roman-style helmets—fly up and close in on Nightmare.)

Nightmare: Stand back, you foals!

(Her eyes burn white, producing more lightning that hurls the trio backwards; more laughter, and she wraps her mane/tail around herself and vanishes. The blue-violet mist makes a beeline for the open front door, snaking through the panicked crowd and the dazed guards. Meanwhile, Applejack has kept her teeth locked on Rainbow Dash’s tail ever since the end of Part One; the Technicolor flyer finally snaps it loose and charges after Nightmare. Cut to outside as she gives chase.)

Rainbow:  COME BACK HERE!!

(The fugitive is too fast and has too great a head start, and Rainbow can only hover and watch as she clears the edge of town.)

Rainbow: Nighttime…forever?

(Hoofbeats from ground level; she spots Twilight galloping out, with Spike—still unmoving after he fainted—on her back.)

Rainbow: Where’s she going?

(Wipe to a close-up of the little dragon asleep in a basket. He comes to with a start after a few seconds. Details of the floor indicate that he has been deposited in the library.)

Spike: (half-dazed) We gotta stop Nightmare!

(Out he goes again; a blanket is draped over him and Twilight eases close to look him over.)

Twilight: (softly) You’ve been up all night, Spike. (turning/walking away) You are a baby dragon, after all.

(The lights go out and he snores quietly—right through a commotion that shakes the entire room for a moment. Its source is the fully lit reading room, where the camera is trained on the books scattered across the floor and being flung into view. A ladder leans against the wall for use in reaching the topmost shelves, and a large table stands in the center of the room.)

Twilight: (from o.s.) Elements, Elements, Elements…

(Head-on view; she voices a loud, frustrated groan while levitating book after book and letting them fall. This shot fully frames a large sun painted on the ceiling, whose edges were only glimpsed during Part One.)

Twilight: How can I stop Nightmare Moon without the Elements of Harmony?! (Rainbow flies into her face, good and angry.)

Rainbow: And just what are the Elements of Harmony? (slowly backing her up) And how did you know about Nightmare Moon, huh? Are you a spy? (She gets yanked back, hard.) Whoa!

(Applejack is now on the scene and has again put her teeth to use in reining in Rainbow, but quickly lets go and gets a dirty look for her trouble.)

Applejack: Simmer down, Sally. (Pinkie, Rarity, and Fluttershy come in.) She ain’t no spy. (All five move closer.) But she sure knows what’s goin’ on—don’t you, Twilight?

(The new pony in town turns this over for a second, then drops her gaze.)

Twilight: I read all about the prediction of Nightmare Moon. Some mysterious objects called the Elements of Harmony are the only things that can stop her. (looking out a window at the moon) But I don’t know what they are, where to find them. I don’t even know what they do!

Pinkie: (from o.s.) The Elements of Harmony.

(Quick pan to her, inspecting a book on a shelf at the other side of the room, whose title she was just reading off.)

Pinkie: A Reference Guide.

(In nothing flat, she gets plowed aside by Twilight.)

Twilight: How did you find that?!

Pinkie: (hopping across room, singsong) It was under “E”! (Twilight shoots her a funny look.)

Twilight: Oh.

(She floats the book to the middle of the room and flips pages. The binding of this one is red, with gold bands on the spine and a matching unicorn head on the cover, surrounded by six diamonds.)

Twilight: (reading) “There are six Elements of Harmony, but only five are known.” (Slow pan across the others; she continues o.s.) “Kindness, laughter, generosity, honesty, and loyalty.”

(Overhead view of all six. As she continues, the camera slowly backs up through the library window, where Nightmare’s vapor form pauses as if listening in. The center table can now be seen to have a wooden horse-head bust standing on a pedestal.)

Twilight: “The sixth is a complete mystery. It is said the last known location of the five Elements was in the ancient Castle of the Royal Pony Sisters.”

(It quickly zips away as she finishes; back to inside the reading room, the camera set just behind the six.)

Twilight: “It is located in what is now…” (Shudder.)

All: (fearfully) …the Everfree Forest?!?

(On these last three words, the camera backs up a bit and the scenery around them dissolves to a road leading into a very large, very overgrown, and very foreboding wilderness. They regard it with silent trepidation for a long moment before Pinkie speaks up, cheerful as ever.)

Pinkie: Whee! Let’s go! (She trots ahead.)

Twilight: Not so fast! (Stop.) Look. I appreciate the offer. But I’d really rather do this on my own.

Applejack: No can do, sugar cube. We sure ain’t lettin’ any friend of ours go into that creepy place alone. (Twilight flinches a bit on “friend”; Applejack, Fluttershy, Rarity, and Rainbow trot ahead.) We’re stickin’ to you like caramel on a candy apple.

Fluttershy, Rainbow, Rarity: Mmm-hmm!

Pinkie: Especially if there’s candy apples in there! (Another funny look from Twilight; she heads in.) What? Those things are good!

(The young crusader finds herself alone, all right—with the other five already on their way into the forest. She sighs resignedly and starts in after them, the camera tilting up to the stars.)

Twilight: (from o.s.) So… (Tilt down.) …none of you have been in here before?

(Stop on the six, making their way along with Twilight now walking point.)

Rarity: (shuddering) Heavens, no! (Slow pan through the untamed wild; she continues o.s.) Just look at it. It’s dreadful! (Cut to Applejack.)

Applejack: And it ain’t natural.

(Tilt down past the edge of the cliff on which they are walking. Nightmare’s mist swirls into view and permeates the exposed rock face.)

Applejack: (from o.s.) Folks say it don’t work the same as Equestria.

Twilight: (from o.s.) What’s that supposed to mean?

Rainbow: (ominously, emerging from shadow) Nopony knows. You know why?

Applejack: Rainbow, quit it!

Rainbow: ’Cause everypony who’s ever come in has never…come…out!

(By this point, she has advanced so far as to be face to face with Fluttershy, Pinkie, and Rarity, and she leaps up menacingly on the last word. The real scare, however, comes when the edge of the cliff crumbles away and takes all four non-winged ponies screaming with it. Fluttershy and Rainbow get airborne just in time.)

Rainbow: Fluttershy! Quick! (She dives in.)

Fluttershy: (following) Oh my goodness, oh my goodness!

(As the others keep going down with the rockslide, Rainbow hoists Pinkie clear and Fluttershy snaps her teeth onto Rarity’s tail to put on the brakes. Applejack stops herself by biting down on an exposed root, leaving Twilight alone to skid toward the edge of a very long drop. She winds up with her hind legs dangling over the precipice; Applejack sizes up the situation, then lets go of her root to slide along.)

Applejack: Hold on! I’m a-comin’! (Reaching the edge, she grabs Twilight’s forelegs in hers.)

Twilight: Applejack! What do I do?

(Long, tense pause as Applejack squeezes one eye shut from the strain on her muscles; she aims her open one skyward for a moment before turning both of them toward the hanging unicorn.)

Applejack: Let go.

Twilight: Are you crazy?!

Applejack: No, I ain’t. I promise you’ll be safe.

Twilight: That’s not true!

Applejack: Now listen here. What I’m sayin’ to you is the honest truth. Let go, and you’ll be safe.

(Twilight’s popping eyes betray the fight between her panicked brain and the instinct telling her to trust the pony who is holding her at the edge of oblivion. Instinct finally wins this round, and she releases her grip and plunges screaming over the side—only to stop dead in midair with no warning. A longer shot of the hopelessly bewildered Twilight reveals that Fluttershy and Rainbow have caught her.)

Twilight: Phew.

(A sudden weight shift causes her to nearly slip out of their grasp with a yell, before they compensate for it and lower her steadily to terra firma.)

Fluttershy: Sorry, girls. I’m not used to holding anything more than a bunny or two.

(On the end of this, Twilight and the camera both focus on the cliff, where Applejack is leaping down from one protruding ledge to another, so nimbly that she might be part mountain goat. Unnoticed by all, Nightmare whisks away from the scene and pours herself into the silhouette of a hulking creature some distance away; it spreads bat wings and lashes out with a scorpion tail as a lion-like head roars. Snap to black.)

(Fade in to all but Rainbow walking through the forest.)

Rainbow: (from o.s., excitedly) And once Pinkie and Rarity were safe… (flying to catch up) …whoosh! Me and Fluttershy looped the loop around, and wham! Caught you right in the nick of time.

(She demonstrates the move while describing it and lands next to Twilight on “wham!”)

Twilight: (irritated) Yes, Rainbow, I was there. (smiling a bit) And I’m very grateful. But we gotta—

(She stops with a gasp when the beast silhouette drops into view in front of the group; cut to a fully illuminated shot of it. Lion body, bat wings and ears, scorpion tail.)

Twilight: (from o.s.) A manticore! (Roar; back to them.) We’ve gotta get past him!

(On the end of this, zoom in on the hovering, worried Fluttershy. The creature leaps at Rarity for a swipe of its paw, but she ducks and counters with a buck to the face that knocks it back.)

Rarity: Take that, you ruffian!

(Its response is a full-volume roar directly into her face, leaving her mane a frizzed-out shambles due to the moisture in its breath.)

Rarity: My hair!

(A low growl touches off a little cry from her and sends her into a retreat past Fluttershy, who stands watching.)

Fluttershy: Wait!

(The manticore gives chase but stops suddenly due to Applejack having jumped onto its head.)

Applejack: Yee-haa! (It starts trying to buck her off.) Get along, little doggie!

Fluttershy: Wait!

(One last good heave sends the earth pony flying.)

Applejack: Whooooaaa! (tumbling past hovering Rainbow) All yours, partner.

Rainbow: (saluting) I’m on it! (She zooms past Fluttershy.)

Fluttershy: Wait!

(In seconds, she has enveloped the foe in a striped twister similar to the Rainblow-Dry maneuver she used to dry Twilight off in Part One. A lash of the scorpion tale knocks her out of it and sends her toward the trees with a yell.)

Twilight: Rainbow!

(Slide to a stop, face first; now Twilight braces herself with a snort, the manticore sets up for round four, and five ponies start into a charge. Rarity’s mane has sorted itself out. From the sidelines, Fluttershy throws herself in their path.)

Fluttershy: WAAAIIIT!!

(As both sides stand down for the moment, she looks behind herself, then ahead, and walks toward the beast. It raises one meaty paw, ready to disembowel her on the spot; cut to the cringing other five.)

Fluttershy: (from o.s., tenderly) Shhh, it’s okay.

(They peek nervously forward and catch sight of Fluttershy sniffing at the paw not lifted for a strike. The manticore uncertainly un-clenches it to reveal a large thorn stuck in the pad.)

Fluttershy: Oh, you poor, poor little baby.

Rainbow: Little?!

Fluttershy: Now this might hurt for just a second.

(She eases her head toward the thorn; a sudden pluck, and the huge mouth lets go with a Force Ten roar at point-blank range.)

Others: (Twilight, Applejack in view, others o.s.) FLUTTERSHY!!

(The yellow pegasus not only fails to get torn limb from limb, but is being cradled and licked by the suddenly pacified monster.)

Fluttershy: (giggling) Aw, you’re just a little old baby kitty, aren’t you? Yes, you are. Yes, you are.

(During this line, the other five shift from befuddled gapes to warm smiles, and move past the manticore without any trouble. Twilight hangs back for a moment so Fluttershy can catch up, her mane still swept up into a thick pink cowlick by its show of affection. Pinkie hops along on all four legs as if they were pogo sticks.)

Twilight: How did you know about the thorn?

Fluttershy: (walking past and o.s.) I didn’t. Sometimes we all just need to be shown a little kindness.

(The unicorn ponders this for a second, smiles to herself, and follows. Quick pan to the discarded thorn, which begins to spin in place and turns into Nightmare’s cloud. This zooms on down the path.)

(Wipe to the six ponies moving through yet another area of the forest. Fluttershy’s mane is back to normal. The squishing steps indicate that they have entered a boggy or swampy area.)

Rarity: (shuddering) My eyes need a rest from all this icky muck.

(Within moments, the trees have thickened to the point that no light gets through them, leaving the screen completely blacked out. Snap to a dim view of the group.)

Rarity: Well, I didn’t mean that literally. (Ground level; Nightmare snakes past the ponies.)

Twilight: (from o.s.) That ancient ruin could be right in front of our faces, and we wouldn’t even know it!

(The wisp wraps itself into a twisted old tree as a scramble of pony mutterings and complaints is heard from farther back for some seconds.)

Applejack: (from o.s.) Oh, wait. (Cut to her.) I think I stepped in somethin’.

(Fluttershy screams, but Applejack pays no mind and moves on, a bit exasperated.)

Applejack: It’s just mud.

(And a gruesome face on the tree trunk before her, with a gaping, toothy maw formed from an opening in the bark and two glaring knothole eyes. Applejack bolts with a yell while others stare wide-eyed at the leering, snarling visages that have suddenly appeared on all the trees around them. Screams rip the air as the view snaps to black.)

Act Two

(Opening shot: fade in to an overhead view of five terrified ponies—all but Pinkie. They scream for their lives, the camera cutting to ground level, but a peal of laughter from the o.s. pink pony stops them cold.)

Others: Huh?

(Before them, Pinkie is giggling at one of the horrid faces and making a few goofy ones of her own in response.)

Twilight: Pinkie, what are you doing?! Run!

Bouncy mandolin/glockenspiel/bass melody with light percussion, up-tempo 4 (D major)

Pinkie: (laughing) Oh, girls, don’t you see?

(Zoom in on her as the light level increases somewhat and she marks time with her hooves to sing.)

Pinkie:        When I was a little filly and the sun was going down

Twilight: Tell me she’s not.

Pinkie: (poking head into view from above)

                The darkness and the shadows, they would always make me frown

Rarity: She is.

Synthesizer in

Pinkie: (hopping around them)

                I’d hide under my pillow from what I thought I saw

                But Granny Pie said that wasn’t the way to deal with fears at all

Rainbow: Then what is?

Pinkie:        She said, “Pinkie, you gotta stand up tall, learn to face your fears

(hopping to a tree)

                You’ll see that they can’t hurt you, just laugh to make them disappear”

Music stops

(spoken)        Ha, ha, ha!

(And with that, the face vanishes to leave an otherwise-normal twisted old tree before her. The others gasp in surprise and begin to laugh at the menacing apparitions, which also wink out; Twilight gets a little push from Pinkie to help her find the spirit.)

Music resumes; drums in, glockenspiel out

Pinkie:                 So giggle at the ghostly, guffaw at the grossly

                        Crack up at the creepy, whoop it up with the weepy

                        Chortle at the kooky, snortle at the spooky

Staccato synth/percussion only for five beats, then music stops

(spoken, rapid fire)        And tell that big dumb scary face to take a hike and leave you alone

And if he thinks he can scare you then he’s got another think coming

                        And the very idea of such a thing just makes you wanna…

(One more bout of the giggles.)

Music resumes

(The remaining faces disappear as she holds out the last note.)

                        Laugh

Song ends

(She flops onto her back next to Twilight for a good long one, the camera zooming out to frame the others doing likewise. Normal visibility has been fully restored. Dissolve to a patch of bushes; she hops cheerfully out and leads a crew of giggling equines to the bank of a raging river. Here they come to a very surprised stop, each pony skidding into the rump of the one in front of her. The other five poke their heads out from behind Pinkie for a good look at the broad torrent.)

Pinkie: How are we gonna cross this? (Distant moaning and wailing.) Huh?

(Taking cover in a clump of bushes, they see a long, purple, scaly tail thrashing about. Pan several dozen yards along the river, passing coil after coil of snakelike body, until the head comes into view—this thing is an immense serpent with skinny arms and long, dark blond hair/mustache/eyebrows, and a tuft of purple beard. The right half of the mustache has been raggedly cut or ripped off. This is Steven Magnet, who speaks in an effeminate male voice.)

 

Steven: What a world! What a world!

Twilight: Excuse me, sir. Why are you crying?

Steven: Well, I don’t know. I was just sitting here, minding my own business, when this tacky little cloud of purple smoke just whisked past me and tore half of my beloved mustache clean off!

 

(He leans in to show them the damage on the end of this line, the camera zooming in to accentuate it for good measure.)

 

Steven: And now, I look simply horrid!

 

(He flops full length into the river, soaking all the ponies, and launches into a fresh hissy fit. Assorted groans.)

 

Rainbow: Oh, gimme a break.

Applejack: That’s what all the fuss is about? (Rarity shoulders her way past them.)

Rarity: Why, of course it is! How can you be so insensitive? (baby talk) Oh, just look at him.

 

(As she continues in her normal tone, cut to the dumbstruck others—now dry again—then back to her stroking Steven’s snout. She too has dried out by this point.)

 

Rarity: Such lovely luminescent scales.

Steven: (sniffling) I know! (Tilt up to the hair.)

Rarity: (from o.s.) And your expertly coiffed mane. (He stands up.)

Steven: (patting it down) Oh, I know, I know! (Back to Rarity.)

Rarity: Your fabulous manicure.

Steven: (gasping) It’s so true!

Rarity: All ruined without your beautiful mustache.

Steven: (sobbing) It’s true, I’m hideous! (Cut to Rarity and zoom in on her narrowed eyes.)

Rarity: (resolutely) I simply cannot let such a crime against fabulosity go uncorrected!

 

(In a longer shot, she whips her head forward, clamping her teeth around one of the creature’s scales so she can yank it loose.)

 

Steven: Ow! What did you do that for?

 

(She lifts the scale’s razor-sharp point toward the sky. Cut to Twilight, Applejack, and Pinkie.)

 

Twilight: Rarity, what are you—

 

(All six eyes pop at the sound of a slash, and Steven goes over in a dead faint. The next shot shows the target of Rarity’s strike—her own tail, of which only a ragged nub remains. Zoom out as she tosses the scale aside and uses her horn to levitate the cut swath; the curly purple hair attaches itself to the ruined half of the blond mustache. He comes to and straightens up with a jubilant laugh.)

 

Steven: My mustache! How wonderful!

Rarity: You look smashing.

Twilight: Oh, Rarity, your beautiful tail!

Rarity: (turning to face the others) Oh…it’s fine, my dear. Short tails are in this season. Besides, it’ll grow back.

 

(Twilight smiles gently, having grasped the sacrifice Rarity made to keep this mission going.)

 

Rainbow: (softly, to Twilight) So would the mustache.

 

(Twilight looks ahead and gasps happily; the river has completely calmed down now that Steven has been pacified.)

 

Twilight: (wading into it) We can cross now! Let’s go!

 

(The water is barely up to her knees and hocks, but she yells and is nearly thrown off when a coil of his body suddenly rises beneath her. A longer shot reveals that he is using himself as a line of stepping stones.)

 

Steven: (as all cross) Allow me!

(Dissolve to the group on dry land, Twilight again leading the advance. She looks ahead.)

Twilight: There it is!

(Cut to “it”—a tumbled ruin of a castle that stands in a small clearing just ahead—and zoom out. It is situated on the far side of a mist-choked abyss, with the posts of a collapsed bridge still embedded in the ground on both sides. This is the Castle of the Royal Pony Sisters, referred to by Twilight during her research in Act One.)

Twilight: (from o.s.) The ruin that holds the Elements of Harmony. We made it!

 

(Back to the group; she is first to put her hooves in high gear.)

Applejack: (as others follow) Twilight! Wait for us!

Twilight: We’re almost there!

(Not watching the road, she loses her balance and slides halfway over the edge with a yelp, scrabbling at the broken bridge that hangs from these posts. Rainbow drags her back by the tail.)

Rainbow: What’s with you and falling off cliffs today? (All eye the broad gap; Pinkie gasps.)

Pinkie: Now what?

Rainbow: Duh! (She gives her wings a twitch to drive the point home and lifts off.)

Pinkie: Oh, yeah!

(The blue pegasus gets clear of the ground and dives into the mist, only to emerge a moment later with the snapped bridge ropes in her teeth. As she hauls them up onto the far end and gets one of them tied down, an echoing female voice causes her to stop short.)

Voice: Rainbow… (She drops the other rope with a gasp; Nightmare’s cloud drifts up from below.)

Rainbow: Who’s there?

Voice: Rainbow… (The mist starts to thicken around her.)

Rainbow: (punching at air) I ain’t scared of you! Show yourself!

Voice: We’ve been eagerly awaiting the arrival of the best flyer in Equestria.

Rainbow: Who?

Voice: Why, you, of course.

Rainbow: (eagerly) Really? (catching herself) I mean…oh, yeah! Me! Hey, uh, you wouldn’t mind telling the Wonderbolts that, would you? ’Cause I’ve been trying to get into that group for, like, ever!

Voice: No, Rainbow Dash. We want you to join us.

(The silhouettes of three pegasi appear within the murk, galloping toward her with uncanny speed. They skid to a stop, resolving into two purple-maned stallions and a blue-maned mare, all wearing full-body jumpsuits and yellow goggles similar to those used by the Wonderbolts. However, the bodies are purple and the heads/hooves black, with yellow lightning bolts marking the boundaries. Each outfit displays an emblem consisting of a winged pony skull where a cutie mark would normally appear. The mare speaks in the voice just heard, but without the echo. Her coat and wings are light gray, while those of the stallions are a darker shade.)

Mare: The Shadowbolts! (Cut between her and the puzzled Rainbow as she continues.) We are the greatest aerial team in the Everfree Forest, and soon we will be the greatest in all Equestria. (leaning in close) But first…we need a captain.

(The young daredevil’s eyes go wide, a big smile creasing her face, as the speaker flies slow circles around her.)

Mare: The most magnificent…

Rainbow: Yep.

Mare: …swiftest…

Rainbow: Yes.

Mare: …bravest flyer in all the land. (Close-up of Rainbow.)

Rainbow: Yes. (laughing) It’s all true.

Mare: (from o.s.) We need… (leaning to whisper in her ear) …you.

Rainbow: (leaping up) Woo-hoo! Sign me up! (moving to get the loose rope) Just let me tie this bridge real quick, and then we have a deal.

(The Shadowbolt mare zips across to stop her, with a far more menacing tone.)

Mare: NO! It’s them or us! (Rainbow recoils slightly.)

Twilight: (from o.s.) Rainbow!

(Cut to the other five on their end.)

Twilight: What’s taking so long? (softly) Oh, no. (Her perspective of the four at the far end; she raises her voice.) RAINBOW!

(The mare’s eyes blaze yellow behind her goggles, causing the visibility to drop to zero in a lot less than ten seconds flat.)

Twilight: (muffled) Don’t listen to them!

(The little gray cells under the striped mane work overtime as the camera cuts to a close-up of Rainbow and zooms in slowly.)

Mare: (from o.s.) Well? (Long pause.)

Rainbow: You. (The mare smiles broadly; Rainbow leans toward her.) Thank you…for the offer, I mean.

(And with that, she whips back to the bridge and ties off the other rope, leaving three very surprised Shadowbolts to gape after her.)

Rainbow: But I’m afraid I have to say no.

(One last malevolent glare, and the pegasi disappear in three puffs of blue-violet smoke that come together and slink away. At the other end, Rainbow flies across the repaired bridge as the fog dissipates to the sound of the others’ cheering; all six head across, with her flying to lead the way.)

Rainbow: (to Twilight) See? I’d never leave my friends hanging.

(After this fifth demonstration, the unicorn has a lot less trouble understanding the point. The group approaches the front entrance of the ruined castle; dissolve to an overhead view of them in the main hall just inside. Before them is an apparatus consisting of six round stone tablets mounted at the ends of radial shafts, with a larger orb at the center; the entire rig is heavily overgrown with moss and vines The three tablets facing the camera each have a gem-shaped carving that stands out in relief on the surface. Overall, this setup bears a resemblance to the framework that held the Elements of Harmony, as seen in the Part One prologue.)

Applejack: Whoa…come on, Twilight. (Close-up, panning across the group.) Isn’t this what you’ve been waitin’ for?

(Cut to a slow pan across the device, seen from the ponies’ side. The tablets here also have gem reliefs.)

Twilight: (from o.s.) The Elements of Harmony. We’ve found them!

[Animation goof: This shot only shows five stone tablets around the central orb, matching the depiction in the Part One prologue.]

(Fluttershy and Rainbow fly up and take one tablet each, lowering them to the floor.)

Twilight: Careful…careful…

Pinkie: One, two, three, four…there’s only five. (Fluttershy brings down the last one.)

Rainbow: Where’s the sixth?

Twilight: (kneeling, then sitting on her belly) The book said, “When the five are present, a spark will cause the sixth Element to be revealed.”

Applejack: What in the hay is that supposed to mean?

Twilight: I’m not sure, but I have an idea. Stand back. (Zoom in as they do so.) I don’t know what will happen.

(She squeezes her eyes shut and brings her horn’s powers to bear.)

Applejack: (leading the others away) Come on now, y’all. She needs to concentrate.

(Nightmare slips into the chamber, unseen by all, and gradually envelops the five stone rounds before her. As the young mage steps up her efforts, the mist forms a whirlwind that lifts the tablets off the floor. When she opens her eyes, she cuts her powers off with a cry upon seeing the cyclone; cut to the others, who have left the castle and retreated to the bridge.)

Others: TWILIGHT!

(Inside, the tornado grows in size and power, reaching nearly to what remains of the ceiling.)

Twilight: The Elements!

(She dives into the storm, which shrinks away to nothing and takes her with it just as the others return to the scene. Confused, fearful reactions all around. Zoom out slowly and snap to black.)

Act Three

(Opening shot: fade in to a close-up of Applejack, standing pat as the others race to and fro around her.)

Applejack: Twilight! Where are you?

Rarity: (from o.s.) Look!

(Quick pan to her, gazing intently out a window at a tower in another part of the castle. White light pours from all the windows.)

Applejack: Come on!

(Twelve hooves and four wings redline it out the door. In another part of the castle, a ball of brilliant light appears on the floor and explodes in a blast of smoke; when it clears, Twilight is seen huddled and coughing in the middle of this chamber. This is the location Rarity spotted from the window. When Twilight gets her head and lungs clear, she looks up and utters one wide-eyed gasp; across the room, Nightmare’s armored form stands on a crumbling dais, chuckling nastily as the five Element tablets float in the grip of her mane and tail. Her hooves, obscured by the balcony railing in all earlier shots, can now be seen to be protected by blue shoes that reach up to cover most of the front lower portion of each leg.)

(Lighting cracks out, another gasp, and Twilight lowers her head and paws the ground to work up steam for a charge. Nightmare has now set the Elements down.)

Nightmare: You’re kidding. You’re kidding, right?

(Apparently not; Twilight barrels straight toward the dais, her horn firing up as she goes. Nightmare starts into her own charge, but an instant before the two can collide, Twilight disappears with a flash. Nightmare skids to a stop and takes a puzzled look around, only to see Twilight re-materialize on the dais. Evidently she has the ability to teleport, but her woozy moan indicates that it takes a lot out of her. She quickly comes to and dips her head toward the Elements.)

Twilight: Just one spark. (Horn blazes.) Come on, come on…

(The five stones begin to glow as well, surprising Nightmare no end; she becomes a tornado and whips herself onto the dais as well. The magic kicks back hard on Twilight, throwing her across the floor.)

Nightmare: No! No!

(Twilight smiles, knowing she has the upper hand—and then the Elements’ lights go out. She gasps in pure shock.)

Twilight: But…where’s the sixth Element?

(Cut to Nightmare, now laughing full throttle, on the end of this. One mighty rear and stomp of the metal-shod forelegs causes the stones to shatter into gravel as Twilight stares helplessly.)

Nightmare: You little foal! Thinking you could defeat me? Now you will never see your Princess—or your sun! The night will last forever!

(Her mane and tail become a swirling mass above her head as she laughs again. The look of utter defeat in Twilight’s eyes changes to bewilderment when she hears the muffled voices of her five friends coming from the general direction of a stairway that leads up into this room. Their shadows appear on the walls in due time; zoom in on the stunned pupils and purple irises, which narrow almost to points and then widen to block out nearly all the whites. She voices a deep gasp, and a tiny flicker of light plays across the center of each gigantic black pupil—something has just hit her right where it counts.)

(Now, with all her old confidence restored, she turns to address Nightmare over her shoulder.)

Twilight: You think you can destroy the Elements of Harmony just like that? Well, you’re wrong—because the spirits of the Elements of Harmony are right here!

(On the last word, zoom out to frame the other five ranged around her. The stone shards at Nightmare’s hooves begin to glow and float free of the ground.)

Nightmare: What?

Twilight: Applejack…

(Quick pan to a flashback: the pair at the cliff.)

Twilight: (voice over) …who reassured me when I was in doubt, represents the spirit of honesty!

(Flash to Applejack in the chamber; several bits start to circle around her. Pan to Twilight.)

Twilight: Fluttershy…

(Quick pan to a flashback: the manticore licks Fluttershy after having the thorn pulled out.)

Twilight: (voice over) …who tamed the manticore with her compassion, represents the spirit of kindness!

(Flash to Fluttershy; shards start to orbit her as well.)

Twilight: (from o.s.) Pinkie Pie… (Pan across her.) …who banished fear…

(Quick pan to flashback: Pinkie making fun of the twisted tree faces.)

Twilight: (voice over) …by giggling in the face of danger, represents the spirit of laughter!

(Flash to Pinkie, grinning hugely as pieces gravitate to her, then tilt quickly up to Twilight and into a flashback: Rarity giving her tail to Steven.)

Twilight: (voice over) Rarity, who calmed a sorrowful serpent with a meaningful gift, represents the spirit of generosity!

(Flash to her, eyeing the fragments that now circle her. Twilight crosses the screen, the view changing behind her to a flashback at the chasm: Rainbow declining the Shadowbolts’ offer and securing the bridge.)

Twilight: And Rainbow Dash, who could not abandon her friends… (now o.s.; voice over) …for her own heart’s desire, represents the spirit of loyalty!

(Flash to Rainbow, who has the last pieces spinning around her now, and zoom out to frame all six on the start of the next line.)

Twilight: The spirits of these five ponies got us through every challenge you threw at us!

Nightmare: You still don’t have the sixth Element! The spark didn’t work!

Twilight: But it did. A different kind of spark. (turning to the others; cut to them and pan as she continues) I felt it the very moment I realized how happy I was to hear you— (now o.s.) —to see you. How much I cared about you. The spark ignited inside me… (Back to her, eyes tearing up.) …when I realized that you all… (turning to face Nightmare) …are my friends!

(Shafts of intense white light pierce the gloom from above, coming from a sixth stone tablet that has materialized overhead. It bears its own gem relief and descends to stop above Twilight’s head; Nightmare is the only one to shield her eyes. Back to it, tilting down to Twilight.)

Twilight: You see, Nightmare Moon, when those Elements are ignited by the…the spark that resides in the heart of us all… (Cut to the suddenly scared Nightmare; she continues o.s.) …it creates the sixth Element. (Back to the group.) The Element of magic!

(The light from the floating Element flares out to encompass all six, and the stone bits around all but Twilight form into gold necklaces, each set with a jewel in the shape of its wearer’s cutie mark: pink butterfly, blue balloon, purple lozenge, orange apple with green stem/leaves, red lightning bolt. As for the violet unicorn, the unbroken Element becomes a gold tiara on her head, studded with small blue jewels and topped by a large one shaped and colored like the six-pointed pink star in her own mark. Two rainbow-striped shafts of light, one red/orange/yellow and the other green/blue/violet, emerge from the group as a double helix and shoot toward the ceiling before joining into a single broad ribbon that swoops down on Nightmare.)

Nightmare: NOOOOO!! (The light spirals around her.) NOOOOO!!

(It concentrates into an impossibly small twister as she screams again. Twilight’s five companions float serenely in the white light, “standing” on their hind legs with their cutie-mark jewels glowing. She opens her eyes to reveal that they have also begun to glow white. One last flare from these fills the screen, then fades away to give a long overhead shot of the six lying sprawled on the floor. They start to come around gradually.)

Rainbow: (groaning) My head! (Cut to Applejack.)

Applejack: Everypony okay?

Rarity: (from o.s.) Oh, thank goodness! (She and Fluttershy are up; her tail has grown back.)

Fluttershy: Why, Rarity, it’s so lovely.

Rarity: (waving tail) I know! I’ll never part with it again!

Fluttershy: No, your necklace. (Close-up of it; she continues o.s.) It looks just like your cutie mark.

Rarity: Uh?…ooh… (She notices.) So does yours!

(Fluttershy gasps happily at it, and the others begin to take notice of their new adornments.)

Pinkie: (hopping over to Applejack) Look at mine, look at mine!

Rainbow: Aw, yeah!

(Pan to a close-up of Twilight, who looks up at the tiara perched behind her horn.)

Applejack: (from o.s.) Gee, Twilight. (Cut to the others.) I thought you were just spoutin’ a lot of hooey. (Zoom out to frame Twilight also.) But I reckon we really do represent the elements of friendship.

(A new light washes across the left side of the screen, as a gentle female voice speaks up—the same voice that narrated the Nightmare legend in the prologue of Part One.)

Narrator: Indeed you do.

(The sun begins to rise over the hills beyond the cracked window; from it, a blaze of light separates and floats slowly through the glass. It settles to the floor in front of the group and disappears with one last flare. In its place stands a tall, white winged unicorn mare whose impossibly long, sparkly mane and tail are striped in pastel shades of pink, green and two different blues; they wave gently as if a breeze were blowing past. She wears a gold tiara, necklace, and shoes; the necklace is set with a large, violet, lozenge (diamond)-shaped gem. All but Twilight kneel silently before her; the last stays upright with a happy gasp.)

Twilight: Princess Celestia!

(She dashes over to the window, where the two nuzzle each other affectionately. This shot is close enough to show that Celestia’s eyes are a deep shade of pink, and that her tiara is set with a stone to match the one in her necklace. She stands roughly twice as tall as a typical pony, and her overall body proportions are closer to those of a typical horse than to the other ponies. Her mane has shifted to cover one eye, an appearance that will be maintained in future episodes except for occasional head-on views.)

Celestia: Twilight Sparkle, my faithful student. I knew you could do it.

Twilight: But…you told me it was all an old pony tale.

Celestia: I told you that you needed to make some friends—nothing more.

(Cut to a slow pan across the other five as they stand up again.)

Celestia: (from o.s.) I saw the signs of Nightmare Moon’s return, and I knew it was you who had the magic inside to defeat her. (To Twilight, who starts to understand it all.) But you could not unleash it until you let true friendship into your heart. (She shares a look with the other five.) Now if only another will as well.

(All look worriedly across the room; cut to the far end, strewn with the smoking remains of Nightmare’s blue armor. A short pan reveals a second winged unicorn mare lying insensate amid the debris. This one is considerably smaller than Celestia, with a blue-violet coat and a lighter blue mane/tail, and has the same crescent-moon cutie mark as Nightmare. Behind her horn is a small tiara, the same shade of dark purple as the mark’s background splotch. Blue shoes cover her hooves, and her eyelids are shadowed in the same color as her mane.)

Celestia: (from o.s.) Princess Luna.

(This one wakes up with a gasp, revealing eyes the same shade of blue-green as Nightmare, but without the catlike pupil shape. She lifts her head as Celestia crosses to her. Celestia’s cutie mark can now be seen—a sun—when she sits on her belly to face Princess Luna during the following line.)

Celestia: It has been a thousand years since I have seen you like this. (Luna cringes slightly.) Time to put our differences behind us. We were meant to rule together, little sister.

Twilight, Rainbow: Sister?

(At the very least, Twilight has made the connection—Celestia and Luna were the two sisters in the legend, before the younger went bad. Luna’s cringe partially reveals a purple necklace, the same shade as her tiara and cutie mark background, in place of the armored chest piece she had worn.)

Celestia: (standing) Will you accept my friendship?

(Luna turns her face away as the suspense starts to get the better of Twilight and company; they lean in expectantly, Pinkie going a little too far.)

Pinkie: (toppling to floor) Whoa!

(Luna makes her move, standing upright and nuzzling against Celestia’s chest as tears run from both sisters’ eyes. She is slightly more than half as tall as Celestia, and her scared, quavering voice sounds closer to those of the six ponies who have just undone her Nightmare transformation. A white crescent moon can now be seen on the necklace. Her proportions resemble those of a scaled-down horse.)

Luna: I’m so sorry! I missed you so much, big sister.

Celestia: I’ve missed you too.

(A nose is heard being blown o.s.; quick pan to the source—Pinkie, who has produced a handkerchief and is sobbing profusely into it. Waterfalls of tears cascade from both eyes for a moment before she perks up to her usual happy demeanor.)

Pinkie: Hey! You know what this calls for?

(Quick pan to a stretch of Ponyville meadowland, fully decked out for a shindig. She pops up in the foreground, no longer wearing her necklace.)

Pinkie: A party!

(Confetti and streamers rain down as she and many other cheering locals race through the meadow. A team of pegasus guards pulls a chariot bearing Celestia and Luna—on the ground, rather than in the air. The wheels have a sunburst design worked into the spokes and a crescent moon on the axle hub.)

(Spike bulls his way through the crowd to give Twilight the biggest hug he can manage, given his size, and all make obeisance to the sisters once they leave the chariot. The six core members have removed their jewelry. Celestia smiles gently, while Luna seems a bit uneasy before the crowd and two pegasus fillies fly up to place a wreath of red and white roses around her neck. She directs an uncertain, slightly teary-eyed little smile at Celestia, not entirely understanding how these complete strangers could forgive her but accepting it all the same.)

(Pan from them to Twilight, now standing at a short distance and looking very downcast.)

Celestia: (from o.s.) Why so glum, my faithful student? (Longer shot, framing both.) Are you not happy that your quest is complete and you can return to your studies in Canterlot?

Twilight: That’s just it. (Slow pan across the saddened others and Spike; she continues o.s.) Just when I learn how wonderful it is to have friends, I have to leave them. (Back to the pair.)

Celestia: Spike, take a note, please.

(Cut to the little guy, standing between Applejack and Fluttershy with quill and scroll in hand. The two ponies have begun to smile again, and he starts to write.)

Celestia: (from o.s., dictating) “I, Princess Celestia…” (Back to her and Twilight; zoom out slowly.) “…hereby decree that the unicorn Twilight Sparkle shall take on a new mission for Equestria.”

(The others brighten considerably when the camera shifts back to them and pans across the line.)

Celestia: (from o.s.) “She must continue to study the magic of friendship.” (Cut to Twilight.) “She must report to me her findings from her new home in Ponyville.”

(The uncomprehending look on said unicorn’s face gives way to a grateful smile as the other five mob her, shouting congratulations.)

Twilight: Oh, thank you, Princess Celestia! I’ll study harder than ever before!

(Cheers all around as confetti and streamers rain down. Dissolve to a long shot of Ponyville and zoom out slightly before Pinkie pops up in the foreground. An “iris out” to black begins around her as she speaks, her words directed at the camera.)

Pinkie: Isn’t this exciting? Are you excited? ’Cause I’m excited, I’ve never been so excited! Well, except for the time that I went— (Gasp; the “iris out” retracts a bit, then resumes.) But I mean, really—

(The rest of the sentence is cut off when the transition finishes.)


THE TICKET MASTER

Written by Amy Keating Rogers, Lauren Faust

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Notes:         All lines marked with one asterisk (*) are spoken as a voice over.

        “WD” = wavering dissolve.

Prologue

(Opening shot: fade in to Twilight Sparkle and Applejack in the Sweet Apple Acres orchards. It is daytime. Each has full baskets of apples on her back; Spike rides atop Twilight’s as she catches up to Applejack and they begin to walk together.)

Spike: (inspecting/tossing away apples) No…nope… (He continues to do so under the following.)

Applejack: Thank you kindly, Twilight, for helpin’ me out. (jostling her own baskets slightly) I bet Big Macintosh I could get all these Golden Delicious in the barn by lunchtime. (close-up; giddily) If I win, he’s gonna walk down Stirrup Street in one o’ Granny’s girdles! (Laugh; pan to Twilight.)

Twilight: No problem at all, Applejack. I’m glad the goal is lunchtime. All this hard work is making me hungry. (Spike’s next apple bounces off her head.)

Spike: I know, right?

(Annoyed glare from her, met by his sheepish grin.)

Twilight: Puh-lease, Spike. You’ve been lounging on my back all morning while we worked.

Spike: Exactly! You two are taking so long, I missed snack time.

(Close-up of Twilight’s gut, which begins to rumble; zoom out as she gives him a nervous look and giggle.)

Twilight: I guess we better get some food.

Spike: (still checking apples) Nope…worm… (finding a bright red one) Aha!

Twilight: (licking her chops) Oh, Spike! That looks delicious!

(He abruptly yanks it away; a chomp, a spatter of juice in her face, and he has disposed of it in one bite.)

Twilight: (angrily) Spike! (He swallows.)

Spike: What?

(He suddenly makes as if to vomit, but instead lets off a belch of green fire that materializes into a scroll. It floats down to the trio.)

Twilight: It’s a letter from Princess Celestia! (Spike takes it, clears his throat, and unrolls it.)

Spike: (reading) “Hear ye, hear ye. Her Grand Royal Highness, Princess Celestia of Equestria, is pleased to announce the Grand Galloping Gala, to be held in the magnificent capital city of Canterlot on the twenty-first day of…”

(As he reads, tilt up to frame said capital city, high on its mountainside in the distance. Back to him, now skimming ahead.)

Spike: …yadda-yadda-yadda… “cordially extends an invitation to Twilight Sparkle plus one guest.”

(The news takes a moment to sink into both equine brains; zoom in as the faces in front of them brighten. Double gasp.)

Twilight, Applejack: The Grand Galloping Gala!

(Snap to black.)

OPENING THEME

Act One

(Opening shot: fade in to the two ponies, now jumping in place with excitement.)

Twilight, Applejack: The Grand Galloping Gala!

(Spike, meanwhile, is having none of it. As they carry on, he makes a disgusted face and sticks a finger toward his open mouth as if to make himself vomit. The real gag reflex kicks in again; this time; his flaming belch resolves into a pair of gold tickets that float down toward him.)

Spike: Look! (Cut to Twilight; he holds them up and continues o.s.) Two tickets!

Twilight: (as he pulls them back) Wow, great! I’ve never been to the Gala. Have you, Spike?

Spike: No, and I plan to keep it that way. I don’t want any of that girly frilly frou-frou nonsense.

Twilight: Aw, come on, Spike. A dance would be nice.

Applejack: Nice? It’s a heap good more than just nice! I’d love to go. Land sakes!

(The view undergoes a wavering dissolve to a long line of ponies stretching across the grounds of the royal palace. Pan toward the head of it as Applejack continues; they are passing a concession stand she has set up and are buying her wares in abundance.)

* Applejack: If I had an apple stand set up, ponies’d be chawin’ our tasty vittles ’til the cows came home!

(One customer takes a basket of apples and tosses several coins onto the counter, which are quickly scooped up.)

* Applejack: Do you have any idea how much business I could drum up for Sweet Apple Acres? (She carries the money in her teeth and drops it into a full box.) Why, with all that money, we could do a heap of fixin’ up ’round here.

(Dissolve to the family barn, whose roof is in rather worse shape than when it was first seen in “Mare in the Moon.”)

* Applejack: We could replace that saggy ol’ roof!

(Evidently she is exaggerating the state of things a bit. A flash, and it has been put right. Dissolve to Big Macintosh, another Apple family member, straining to pull a rusty plow in a field.)

* Applejack: And Big Macintosh could replace that saggy ol’ plow!

(A flash, and it becomes a gleaming new farm implement. The next dissolve frames Granny Smith near the barn. She is up on her hind legs, with slippers on those hooves and an adult walker gripped in the front two, and is looking somewhat disheveled. For her, getting around on two legs is as slow a business as it is on four.)

* Applejack: And Granny Smith could replace that saggy ol’ hip!

(A flash, and her appearance has improved considerably; she throws the walker aside and bucks happily in all directions. WD back to Applejack, in close-up.)

Applejack: Why, I’d give my left hind leg to go to that Gala.

Twilight: (from o.s.) Oh! (Zoom out as she moves closer.) Well, in that case, would you like to—

Rainbow Dash: (from o.s. overhead) WHOA!!

(The two have just enough time for one scared look up before she plummets to the ground, throwing dust and apples everywhere. When the view clears, all three ponies have wound up in a heap, with Spike looking on.)

Rainbow: Are we talking about the Grand Galloping Gala?

Applejack: Rainbow Dash! (She stands up.) You told me you were too busy to help me harvest apples! (Zoom out to frame Rainbow, also up.) What were you busy doin’? Spyin’?

Rainbow: (dismissively) No, I was busy…

(Quick tilt up to a tree in which a pillow and blanket have been placed.)

Rainbow: (from o.s.) …napping. (Ground level; she hovers upside down near Twilight.) And I just happened to hear that you have an extra ticket?

Twilight: (uneasily) Yeah, but—

Rainbow: (backing off, doing a loop) YES! This is so awesome! The Wonderbolts perform at the Grand Galloping Gala every year. I can see it now.

(WD: a crowd at the palace, looking skyward. Three pegasi streak past as she continues, leaving gray thundercloud trails and lightning sparks in their wake.)

* Rainbow: Everyone would be watching the sky, their eyes riveted on the Wonderbolts. But then… (Something slashes across the three trails.) …in would fly…

(The streak of her tail marks her arrival; she does a sharp U-turn, knocking a cloud apart, then stops.)

* Rainbow: …Rainbow Dash!

(Gasp from the crowd; the three Wonderbolts are speechless. In close-up, they are two mares and a stallion, all wearing goggles and blue/yellow full-body jumpsuits decorated with lightning bolts on each hoof. The stallion has a dark blue mane/tail, while one mare shows yellow and the other bright orange. Each jumpsuit has a winged lightning bolt where a cutie mark would normally go, and the garments leave manes/tails/wings/ears/snouts exposed.)

* Rainbow: I would draw their attention with my Super Speed Strut. Then I would mesmerize ’em with my Fantastic Filly Flash. And for my grand finale, the Buccaneer Blaze!

(For the first of these moves, she flies so low that she can touch the ground with her hooves, making it appear as if she is trotting normally. Cheers from the crowd. The second move finds her swooping into a nose dive straight toward them, only to pull out of it just above their heads. Finally, she gains speed before the camera cuts to ground level and a sudden blast of brilliant light washes over the audience. More cheering; the Wonderbolts’ mouths drop open.)

* Rainbow: The ponies would go wild! (She descends to ground level before the trio.) The Wonderbolts would insist that my signature moves be incorporated into their routine.

(She shakes hooves with the stallion on the end of this. Close-up of her broadly grinning face.)

* Rainbow: And then…

(A dissolve, and she is suited up as a member of the team. Zoom out to show her flying in formation, with a rainbow-striped contrail instead of the clouds and lightning left by the others.)

* Rainbow: …welcome me as their newest member.

(One last pass for the crowd, and the view does a WD back to her.)

Rainbow: Don’t you see, Twilight? (hovering) This could be my one chance to show ’em my stuff! You gotta take me!

Applejack: (pulling her back, tail in teeth) Hold on just one pony-pickin’ minute here! (Spit it out.) I asked for that ticket first.

Rainbow: So? That doesn’t mean you own it.

Applejack: Oh, yeah? Well, I challenge you to a hoof-rassle. Winner gets the ticket.

(At a nearby stump, they lock left forelegs and go to it—the pony equivalent of arm-wrestling. The contest remains deadlocked for a few seconds before Twilight pops up and shoves them apart.)

Twilight: Girls! These are my tickets. I’ll decide who gets it, thank you very much. (Pan to the other two as she continues.) Whoever has the best reason to go should get the ticket, don’t you think?

(Each speaker moves forward in turn.)

Applejack: Drummin’ up business for the farm?

Rainbow: A chance to audition for the Wonderbolts?

Applejack: Money to fix Granny’s hip!

Rainbow: Living the dream!

(Back to Twilight, who starts to realize what she has gotten herself into.)

Twilight: Oh, my. Those are all pretty good reasons, aren’t they?

(Her empty stomach speaks up again.)

Twilight: (laughing nervously) Listen to that. I am starving. (backing off) I don’t know about you, but I can’t make important decisions on an empty stomach. (as Spike hops on her back) So I’ll, uh, think about it over lunch and get back to you two. Okay?

(She heads off as she finishes, leaving two dejected ponies in her wake.)

Applejack, Rainbow: Okay.

(They trade a furious glare and resume their hoof-wrestling match. Wipe to a street in Ponyville, where Twilight is taking her time with a stroll.)

Spike: So who are you gonna give the ticket to, Twilight?

Twilight: I don’t know, Spike, but I really can’t think straight when I’m hungry.

(They pass a door surrounded by architectural details that would be right at home on a life-sized gingerbread house, including a candy-striped column on either side and iced-gingerbread fences by the flowerbeds.)

Twilight: So where should we eat?

(The top half of the front door bursts open and Pinkie Pie rockets out through it for an impressive flying tackle. Dust clouds clear to reveal one supine unicorn and one prone earth pony, mixed up with an unconscious baby dragon as the two gold tickets flutter to the ground. They land on Pinkie’s nose, startling her awake with a scream.)

Pinkie: (zipping back and forth) Bats! Bats on my face! Heeeelp!

(She calms down enough to get a look at the “bats.”)

Pinkie: Wait! (Close-up of the tickets; she continues o.s.) These aren’t…

(Back to her, eyes now filled with stars as more whirl behind her.)

Pinkie: …tickets to the Grand Galloping Gala?!?

(WD to her, zipping about on the confetti-and-streamer-strewn palace grounds.)

* Pinkie: It’s the most amazing, incredible, tremendous, super-fun, wonderful, terrifically humongous party in all of Equestria! I’ve always, always, always wanted to go!

Light calliope melody, brisk 3 (G major)

(Now she hops against a background of assorted sweets, hearts, and balloons, in addition to the confetti and streamers.)

* Pinkie:                 Oh, the Grand Galloping Gala is the best place for me

                        Oh, the Grand Galloping Gala is the best place for me

                        Hip hip hooray, it’s the best place for me

                        For Pinkie

(spoken) With decorations like streamers and fairy light and pinwheels and piñatas and pincushions! With goodies like sugar cubes and sugar canes and sundaes and sunbeams and sarsaparilla! And I get to play my favoritest of favorite fantabulous games, like Pin the Tail on the Pony!

(During the spoken interlude, she takes in more of the scenery and swings a club in her teeth to shatter a piñata, then hops over to a table loaded with the snacks she has named. The sunbeams are represented by a sun-shaped piñata hanging over the table. Finally she plays the game, blindfolded and trying to pin a paper tail to the right spot on a pony drawing. When she pulls the blindfold down, she is surprised to find her own tail stuck to the wall and the paper one attached to her rump. This little mishap corrects itself in the next shot.)

(As the singing resumes, Pinkie sees her distorted reflection in a funhouse mirror—which stays put and waves when she gallops off—then leaps into a photo booth to get several crazy pictures taken. Her next stop, with a clown filling helium balloons, gets her a big enough bunch tied to her midsection to float her up among the shower of treats and party favors.) 

* Pinkie:                 Oh, the Grand Galloping Gala is the best place for me

                        Oh, the Grand Galloping Gala is the best place for me

                        ’Cause it’s the most gala-rific, superly terrific gala ever

                        In the whole galaxy

                        Whee!

Song ends

(WD back to the street; Pinkie hops around a properly befuddled Twilight.)

Pinkie: Oh, thank you, Twilight! It’s the most wonderful-est gift ever!

(The two pairs of eyes and up a fraction of an inch apart when she stops, but Twilight soon backs off a bit. As she speaks, cut to the tickets, which Spike gathers up.)

Twilight: Um, actually…

(A sharp gasp from o.s. startles him; zoom out to show Rarity looking over his shoulder.)

Rarity: Are these what I think they are?

Twilight: Uh…

Pinkie: (jumping in place) Yes, yes, yes! Twilight’s taking me to the Grand Galloping Gala in Canterlot!

Rarity: (gasping softly) The Gala? I design ensembles for the Gala every year, but I’ve never had the opportunity to attend. Oh, the society, the culture, the glamour! (toying with her mane) It’s where I truly belong, and where I’m destined to meet…him!

Pinkie: Him! (Puzzled looks from her and Twilight.) Who?

Rarity: (dreamily) Him.

(WD to a broad violet curtain/sash strung between two marble columns on the palace grounds. The view is ringed with white, marking it even more clearly as a fantasy than the three preceding sequences, and the action occurs in a series of dissolves from one freeze-frame to the next. The cloth lifts to expose Rarity; other party-goers turn toward her, surprised.)

* Rarity: I would stroll through the Gala, and everyone would wonder, “Who is that mysterious mare?”

(Ground-level view of her hooves, shifting up to expose the rest of her; now she wears an ornate, gold-colored dress with roses at the neckline. She tosses her head coquettishly.)

* Rarity:  They would never guess that I was just a simple pony from little old Ponyville.

(The throne room: Celestia’s seat of power rests atop a three-level dais, with fountains set in the lowest level on either side and spilling into recessed pools in the floor. The red carpet leading up the center is flanked by planters filled with flowers, and two stoic white pegasus stallions in gold armor are on sentry duty as the majestic mare stands on the topmost level. Tapestries and stained-glass windows line the violet walls, which lighten in hue toward the floor. Rarity  approaches the throne and kneels, and Celestia moves aside to expose a white unicorn stallion behind her. He wears black tuxedo lapels with a boutonniere and a blue bow tie over his light gray dress shirt front, his mane and tail are dark blond, and his cutie mark is an eight-point compass rose. This individual looks every bit the future ruler of Equestria. When he tosses his head and opens his eyes, they are seen to be the palest blue.)

* Rarity: Why, I would cause such a sensation that I would be invited for an audience with Princess Celestia herself. And the Princess would be so taken with the style and elegance that she would introduce me to him, her nephew.

(Her eyes pop as he flashes a dazzling smile. They touch horns and foreheads, then share a dance on a ballroom floor that has been cleared for them as Celestia and the party-goers watch. Next he kneels before her, revealing a diamond ring on his horn; once she recovers from the shock of seeing it, her eyes pop even wider as she reacts ecstatically.)

* Rarity: The most handsome, eligible unicorn stallion in Canterlot! Our eyes would meet, our hearts would melt, our courtship would be magnificent. He would ask for my hoof in marriage, and of course I would say YES!!

(A chapel altar, where the groom waits before a packed house. The guests turn toward the door, where Rarity enters in a gold-trimmed white gown whose train stretches nearly half the entire length of the aisle. She has added flowers to her mane. The two touch horns again when she reaches the altar.)

* Rarity: We would have a royal wedding befitting a princess, which is… (giggle) …what I would become upon marrying him! The stallion of my dreams.

(WD to Rarity and Twilight in the street.)

Rarity: Twilight! I simply cannot believe you would invite Pinkie Pie so she can… (disdainfully) …party… (normal tone) …and prevent me from meeting my true love! How could you? (turning away) Hmph!

(Cut to some distance behind Spike, at ground level, and zoom in quickly. The camera motion makes it appear to be hopping, and the reason for this becomes clear when a small white male rabbit zips out and snatches the tickets out of Spike’s hand. He does a quick U-turn.)

Spike: (from o.s.) Hey!

(The rabbit scampers up a long pink tail, along a yellow back, and stops on top of Fluttershy’s head to hold the tickets before her eyes. She gasps at the sight.)

Fluttershy: Angel, these are perfect. (Back to Twilight, Pinkie—jumping in place—and Rarity.)

Twilight: Uh, listen, guys. I haven’t decided who to give the extra ticket to.

Pinkie (irritated), Rarity (eagerly): You haven’t?!?

Fluttershy: (from o.s.) Um…excuse me.

(They look behind themselves and find Fluttershy and Angel, the rabbit, close by; the latter is back on the ground and holds the tickets.)

Fluttershy: Twilight, I would just like to ask…I mean, if it would be all right…if you haven’t given it to someone else…

Rarity: (disbelieving) You? You want to go to the Gala?

Fluttershy: Oh…no. (Angel kicks her leg; she thinks again.) I—I mean, yes…or, actually, kind of. You see…

(WD to her in a lush garden on the palace grounds. She flies along a path lined by flowering shrubs and trees loaded with birdhouses.)

* Fluttershy: …it’s not so much the Grand Galloping Gala, as it is the wondrous private gated garden that surrounds the dance. The flowers are said to be the most beautiful and fragrant in all of Equestria.

(She stops at a flower and buries her face in it to inhale its scent, then flies to another clump of trees.)

* Fluttershy: For the night of the Gala, and that night alone, will they all be in bloom. And that’s just the flora! Don’t get me started on the fauna.

(A swarm of butterflies zips past; behind them, the view wipes to show her looking happily at the following birds as she names them. The first three jays she names land on her head, the two birds after them on her back.)

* Fluttershy: There’s loons and toucans and bitterns, oh my! Hummingbirds that can really hum, and buzzards that can really buzz! White-bluejays, and redjays and greenjays, pinkjays and pink flamingos!

(This last scares the others away and lets off a squawk before the view undergoes a WD back to the street. Fluttershy has gathered Angel into her front hooves and is hovering just in front of Twilight.)

Twilight: Gee, Fluttershy, it sounds…beautiful?

Rainbow: (from o.s.) Wait just a minute! (Quick pan to her, perched on a roof.)

Twilight: (from o.s.) Rainbow Dash! (Back to her.) Were you following me? (Rainbow lands.)

Rainbow: No—I mean, yes—I mean, maybe—look, it doesn’t matter! I couldn’t risk a goody-four-shoes like you giving that ticket away to just anybody. (Zoom out; Applejack walks up.)

Applejack: Wait just another minute!

Twilight: Applejack! Were you following me too?

Applejack: No, I was followin’… (pointing at Rainbow) …this one, to make sure she didn’t try any funny business! Still tryin’ to take my ticket.

Rainbow: (floating off ground) Your ticket?! (Pinkie approaches.)

Pinkie: But Twilight’s taking me!

(Twilight finds herself on the wrong end of a quintuple verbal fusillade when Fluttershy and Rarity join in on the argument. Zoom in slowly on the hapless unicorn as she huddles under the onslaught, then snap to black.)

Act Two

(Opening shot: fade in to Twilight against a pink background, in the bottom center portion of the screen. The remaining area is quickly tiled in with squares that contain the faces of the other five ponies, who are still directing their abuse her way. She endures for several seconds, then loses her grip.)

Twilight: QUIET!!

(The Ponyville street backdrop restores itself, and the five tiles slide away to frame the whole group again. Everyone clams up except for Pinkie.)

Pinkie: And then I said, “Oatmeal? Are you craz—”

(She finally cuts herself off when Twilight glares at her.)

Pinkie: Oh.

Twilight: Girls, there’s no use in arguing.

Rarity: But, Twili— (Twilight throws out a foreleg to back her off.)

Twilight: This is my decision, and I’m gonna make it on my own. And I certainly can’t think straight with all this noise!

(Her still-empty gut voices its own dissatisfaction.)

Twilight: Not to mention hunger. Now go on! Shoo!

(The others disperse with much reluctant grumbling.)

Twilight: (calling after them) And don’t worry! I’ll figure this out! (softly, to herself) Somehow.

(Wipe to the exterior of a thatched-roof building with several giant, flat-topped mushroom tables out front and signs at the door and walk showing clover blossoms. The tables have piles of hay for seats. The presence of a very properly-dressed, off-white earth pony stallion at one table marks this establishment as a café or restaurant, which is doing a brisk business. Navy blue mane and tail, white dinner-jacket lapels and shirt front, red bow tie, pencil-thin mustache, white spats. Twilight and Spike are seated at a table farther back; he reads a menu while she slumps over the tabletop. Zoom in on them.)

Twilight: (wearily) Ah, Spike… (Close-up; a vase of flowers stands between them.) …what am I gonna do? (levitating a flower) All five of my best friends have really good reasons to go to the Gala. (pulling one petal at a time) Applejack…or Rainbow Dash…

(Close-up of the falling petals; more soon join them.)

Twilight: (from o.s.) Pinkie Pie or Fluttershy, Rarity… (Zoom out to frame her.) …oh, who should go with me?

(Yet another grumble from down south; her face falls, and she sticks out her tongue to round up the petals and eat them. A male, French-accented voice catches her by surprise.)

Male voice: Have you made your decision?

(A longer shot reveals that the speaker is the waiter, Horte Cuisine.)

Twilight: I CAN’T DECIDE!! (The other diners stare at her.)

Spike: (pointing to menu) Twilight, he just wants to take your order.

Twilight: (sheepishly) Oh. I would love a daffodil and daisy sandwich.

(Horte’s cutie mark—a covered serving dish—and gray-brown eyes can now be seen.) 

Spike: Do you have any rubies? (Funny look from Horte.) No? (tossing menu over shoulder) Okay. I’ll have the hay fries—extra crispy. (Horte leaves them.)

Twilight: What do you think, Spike?

Spike: I think we have to try another restaurant. I mean, I like grass just fine, but would it hurt anybody to offer some gemstones?

Twilight: I mean, about the Gala and the ticket and who I should take!

Spike: Oh. You’re still on that? (Twilight leans angrily over the table, knocking the vase away.)

Twilight: Spike, listen! (settling back down) How do I choose? And when I do choose, will the other four be mad at me?

(Her image recedes into the bottom center as the background fades to pale blue.)

Twilight: I mean, I could give up my ticket and give away two, but that would still leave three disappointed ponies. What if I—

(During this line, the following visuals appear. One, a single ticket pops into view, then disappears and is replaced by two. These wink out in turn, and the faces of Pinkie, Rainbow, and Rarity appear from left to right. The first two are merely sad, while the third is crying her eyes out. Finally, all three vanish and the café background restores itself just in time for her sandwich to be set before her.)

Horte: (from o.s.) Ah, your food. (Camera shift; he has also served Spike, who is digging in.)

Twilight: Oh, thank you. This looks so good. (as he leaves) I’m sure everything will be much clearer once I eat.

(She levitates the sandwich toward her mouth, but a small stampede past the table gets her attention first.)

Horte: (from o.s.) Um, madame? (Cut to him, just inside the front door.) Are you going to eat your food in the rain?

Twilight: It’s not raining.

(Zoom out quickly to show that her table now sits in a spot of tranquil clear sky at the heart of an instant thunderstorm.)

Twilight: (looking up) What’s going on?

(Tilt up quickly to the clouds; Rainbow cheerfully pokes her head through a hole in them.)

Rainbow: Hi there, best friend forever I’ve ever ever had! Enjoying the sunny weather?

Twilight: (suspiciously) Rainbow Dash, what are you doing?

Rainbow: (innocently) What do you mean? I just saw the smartest, most generous pony about to get rained on— (Back to Twilight, not impressed; she continues o.s.) —so I thought I’d kick a hole in the clouds to keep her dry so she could dine in peace. That’s all. (Long shot of the two.)

Twilight: Rainbow, you’re not trying to get extra consideration for the extra ticket by doing me extra-special favors— (Close-up.) —are you?

(The camera now shifts to frame Rainbow, her head illuminated by the sun behind her as if she were wearing a halo.)

Rainbow: Me? No, no, no, of course not.

Twilight: Uh-huh.

Rainbow: Seriously, I’d do it for anypony.

(Or not, judging from the customers bolting for cover from the downpour. Rainbow swallows hard and manages a nervous little laugh at having been caught out.)

Rainbow: Uh…

Twilight: (firmly) Rainbow, I am not comfortable accepting unwanted favors. (Back to Rainbow; she continues o.s.) So I’d appreciate it if you’d close up that rain cloud right now. (Groan from Rainbow.)

Rainbow: Fine!

(She zips the hole closed, sealing herself off from view.)

Twilight: That’s better.

(The sandwich levitates up toward her mouth again—but before she can take a bite, the rain turns both it and her mane into a waterlogged shambles. One ear droops and she growls to herself as the camera pans to Spike, who stifles a laugh until Rarity arrives on the scene. The white unicorn has donned a saddle with an ornate umbrella attached to keep herself dry.)

Rarity: Twilight! It’s raining.

Twilight:  (deadpan) No. Really?

Rarity: (yanking her away) Come with me before you catch a cold!

(Wipe to the exterior of the Carousel Boutique, then cut to Twilight in the ground-floor showroom. She shakes herself dry, then looks over her shoulder and gives an uneasy little laugh.)

Twilight: Oops.

(A pan in that direction reveals the reason: she has thoroughly drenched Rarity, whose mane and tail have gone limp. The latter has done away with the umbrella saddle.)

Twilight: (from o.s.) Sorry.

Rarity: (forcing a smile) Oh, no. It’s quite all right. (Back to Twilight; she slides up to nuzzle her shoulder on the following.) After all, we are…the best of friends, are we not?

(Her coiffure has dried out in this shot. Now she takes Twilight’s forelegs in her front hooves.)

Rarity: And you know what the best of friends do. (She backs up.)

Twilight: Uh… (Zoom out; Spike is behind her.)

Rarity: (singsong) Makeover!

(In a blink, she has zipped a privacy screen in front of all three. Dust puffs up from behind it as the camera shakes to the sound of Rarity’s high-speed overhauling.)

Twilight: (from behind screen) Oof!…Rarity!…Ow!…This really isn’t fixing it…I mean, thank you, but… (strained) …oh, that’s too tight!

(Ground level. The screen is whisked away to expose Twilight’s hooves, and the camera tilts up slowly to her new finery: a blue-green saddle trimmed in blue, with yellow tassels where the stirrups would normally hang, and a blue collar/necklace trimmed with a strand of rainbow-colored beads. The recipient of this outfit eyes it with great trepidation.)

Rarity: (from o.s.) There! Oh, you’re simply darling!

Twilight: Uh… (smiling) …yeah, it is kinda pretty, isn’t it?

(Quick pan to Spike, who makes as if to heave his guts at the sight; Rarity pops over to him next, jostling him so that he briefly shoves his whole hand down his throat.)

Rarity: And you! Oh, Spike, I have a dandy little outfit for the dashing gent.

(He tries to make a break for it as she whips the screen out again, but too late; she drags him back and the dust flies again.)

Spike: (from behind screen) Ow…oh…hey…oh…watch it…whoa!

(When the screen slides back this time, the camera tilts up from ground level to show him decked out in a blue ensemble with a light green cummerbund that would fit right in for Ponyville’s next production of Little Lord Fauntleroy. A curly blond wig covers his head spines. Seeing the end result, he tries to cover himself.)

Twilight: (from o.s,) Oh, Spike… (Camera shift to frame all three; Rarity plunks a broad plumed hat on his head.)

Rarity: Now you just need a hat.

Spike: Bleah! I told you, I don’t want any part of this girly Gala gunk. See you back at the library.

(He bails out fast enough to leave the new clothing floating to the ground. Rarity forces a laugh, then dismisses him with a wave of her hoof.)

Rarity: Oh, who needs him anyway? (She pulls a mirror up, showing Twilight’s reflection, and backs o.s.) This is all about you— (Twilight admires herself.) —and how fabulous you’ll look at the Grand Galloping Gala.

Twilight: (snapping back) Wait. The Grand—

(Big gasp from the o.s. designer; cut to her, approaching a pony mannequin in an identical saddle/collar rig.)

Rarity: And oh, my goodness, what a coincidence. I happen to have an ensemble of my own that matches yours to a T. (The mirror; her reflection throws a hoof around Twilight’s shoulders.) We would be the belles of the ball, you and I. Everyone would be clamoring for our attention. (getting carried away; zoom in as she gets Twilight in a headlock) All eyes would be on us, and then everyone would finally know. The most beautiful, most talented, most sophisticated pony in all of Equestria… (Extreme close-up of her eyes, which open to show stars.) …is Rarity the unicorn!

(Longer shot of the pair. She has let go of Twilight, who has wound up in a rather annoyed half-crouch, and realizes that her fantasy has gone just a bit overboard.)

Rarity: (laughing nervously, patting Twilight’s head) And Twilight Sparkle, of course.

Twilight: (straightening up) I see what’s going on. (Rarity backs up.) You’re just buttering me up so I give you the extra ticket.

(Close-up of the worried white unicorn.)

Twilight: (from o.s.) Well, it’s not gonna work! (Rarity ducks as the saddle is thrown at her.) You’re going to have to wait for my decision just like everyone else!

(On the end of this, the beads land on her horn. Back to Twilight, on her way out the door.)

Twilight: Now, if you’ll excuse me, I’ve been trying all day just to get some lunch! (Applejack pokes her head in.)

Applejack: Did somepony say lunch?

(The famished unicorn is unceremoniously yanked out the door to land flat on the grass. The thunderstorm that ruined her lunch has stopped. When she gets upright again, her jaw drops. Cut to her perspective of the reason: a cart piled high with all manner of apple treats, even more food than was brought out during the Apple family brunch two episodes earlier. Tilt slowly up to the top of the mass.)

Twilight: You’ve got to be kidding me! (Applejack starts pointing out the items.)

Applejack: I got apple pie, apple fritters, apple tarts…

(Cut to the dumbstruck Twilight, whose irises and pupils grow to nearly fill her eye sockets as if her empty stomach were in control of them now.)

Applejack: (from o.s.) …apple dumplin’s, apple crisp, apple crumblers, aaand… (holding up a slice of dessert on a plate) …apple brown betty!

(Cut to both ponies; Applejack has the last item balanced on her head.)

Applejack: Uh, the dessert, not my auntie. What do you say there, best friend? (Stomach growl; zoom in on Twilight.) Is that a yes?

(Eyebrows lower resolutely over the purple irises for a tense moment.)

Twilight: No! No! (Applejack recoils, the plate falling off her head.) I don’t know who I’m giving the ticket to, and all these favors aren’t making it any easier to decide. In fact, I’m less sure now than I was this morning! (She gallops off with a loud, frustrated groan.)

Applejack: So that’s a maybe?

(Snap to black.)

Act Three

(Opening shot: fade in to the exterior of the library. Twilight walks into view toward the front door with another groan.)

Twilight: I never thought being showered with favors would be so aggravating!

(Her perspective of the door, which opens under her magic to reveal Fluttershy and several of her animal friends cleaning up the place. The yellow pegasus vocalizes the first phrases of the original My Little Pony jingle/theme as she flits from shelf to shelf. Back to Twilight, who voices a disheartened little gasp.)

Twilight: Fluttershy, not you too!

Fluttershy: Oh…well, hello, Twilight. I hope you don’t mind, but we’re all doing a little spring cleaning for you.

Twilight: (dryly) It’s summer.

Fluttershy: Oh…well, better late than never, right? (Blush; ingratiating smile.) It was Angel’s idea.

(The white bunny has donned a chef’s hat and is tossing a salad with a happy squeak and wave.)

Twilight: You’re not doing this for the ticket, are you?

Fluttershy: (descending to floor) Oh, no. I’m doing this because you’re my very best friend. Right, Angel?

(Cut to Angel, who gives her a disgusted look.)

Fluttershy: (from o.s.) Oh. (Back to her.) Yes. We are just doing this for the ticket.

(Angel proffers the salad, Twilight’s stomach grumbling in response; her words come with enough force to blow food and chef backward.)

Twilight: No, no, NO! (heading for door, magically opening it) Well, this was all very nice of you and Angel, but I am not accepting any extra favors until I’ve made my final decision. (pointing out) So I’m going to have to ask you to leave.

(A burst of confetti and streamers comes flying in.)

Pinkie, Crowd: (from outside) SURPRISE!!

Cheerful melody, fast 4 (E flat major)

(Party noisemaker horns are blown at Twilight, and the pink goofball reaches in to yank her bodily onto the lawn. Outside, the group repeatedly tosses her upward during the following; each of her spoken lines is in midair.)

Pinkie:                         Twilight is my bestest friend, whoopee, whoopee

Twilight: Pinkie…

Pinkie:                                The cutest, smartest, all-around best pony, pony

Twilight: Pinkie…

Pinkie:                         I bet if I throw a super-duper fun party, party

Twilight: Pinkie!

Pinkie: (hopping around)        She’ll give her extra ticket to the Gala to me

Song ends

Twilight: PIIINKIIIEEE!!

(Pinkie finally shuts up as all the spectators back off—leaving Twilight to hit the ground on her back.)

Pinkie: (innocently) Yes, Twilight? (She flutters her eyelashes.)

Twilight: (sitting up) At least the other ponies tried to be subtle about the ticket! (Zoom out slowly to frame all the ponies.)

Mare 1: Wait. What ticket? What Gala?

Pinkie: Oh, you didn’t know? (Longer shot; the crowd grows.) Twilight has an extra ticket to the Grand Galloping Gala!

(Close-up of the holder of said ticket, whose eyes show that she has just hit panic mode.)

Crowd: (from o.s.) The Grand Galloping Gala?!? (Longer shot.)

Various: Have I ever told you how much I love your mane? (Spike runs by, pulling her away.) I’ll wash your dishes!

(They stop short, finding their retreat blocked by a vivid pink earth pony mare with a curly, light green mane and tail. She has darker green eyes and a cutie mark of two daisies, and she holds a bunch of these flowers out to Twilight. This pony will later be identified as Daisy.)

Daisy: Would you like any help with your gardening? (Turn around; another has cut them off.)

Mare 2: (holding up carrots) I have a cartload of extra carrots. (The crowd closes in; shouting offers; Spike climbs on Twilight’s back.)

Spike: What are we gonna do?

Twilight: We’re…gonna…RUUUNNN!!

(On that last word, she leaps out of the crowd, with him clinging to her tail, and bugs out. As the ticket-seekers give chase, she races past the door from which Pinkie tackled her in Act One. It is attached to a building that is otherwise unremarkable except for the previously noted details and the fact that its entire roof appears to be made of iced gingerbread. A sign marked with a cupcake hangs near one window, and a water pump and trough stand at the opposite side. This is Sugarcube Corner. The massed ponies charge by, whereupon she and Spike peek out from behind Applejack’s cart of goodies. All clear until a pony in the nearest building—a flower/herb shop, judging from the flower-marked sign over the door—opens the door and sees them; then Daisy pops up from inside the cart, spooking Twilight and Spike into another escape.)

(As the stampede barrels across Ponyville, one of its number stumbles and falls by the wayside—Carrot Top. Light yellow earth pony mare, green eyes, curly deep orange mane/tail, cutie mark showing a bunch of carrots. The others pass a figure in a dress and bonnet, pushing a baby carriage. The exposed tail and legs give it away as Twilight, but the others pay no mind. It is now sometime in the late afternoon. After they have gone, she pokes her head out and Spike is revealed to be standing in for the “baby”—complete with bonnet and pacifier. Carrot catches sight of the pair and re-directs the mob back toward them; he and Twilight make tracks, ditching their getups, and take cover by clinging to the underside of a bridge over the stream bordering Ponyville. As the dragon wipes his brow in relief, he loses his hold and falls into the water.)

(Close-up of a mannequin dressed in a Santa Claus hat and matching saddle trimmed with jingle bells; zoom out to show it standing in a shop window. Twilight is next to it, dressed as a clown complete with rainbow-striped wig and rubber nose, and next to her is Spike as a bewigged hula dancer. They hold their pose as the crowd thunders past, then lose the disguises and exit the premises—a costume shop—only to find themselves cornered at last.)

(The ponies make their inexorable advance, eagerly shouting offers for the ticket, and Twilight’s horn flares white as she grits her teeth to the breaking point. A flash of blinding light, and she and Spike have disappeared thanks to her teleportation, leaving a crush of extremely confused would-be Gala guests. Cut to inside the library’s reading room; a second flash deposits the pair here, both dizzy and Spike singed from the trip.)

Spike: Warn me next time you’re gonna do that! (He shakes clean; Twilight comes around.)

Twilight: I didn’t even know it was gonna happen! Now, quick! Lock the doors!

(Outside, night has fallen. She blows out the lantern at one window, Spike slams the front door, and all the lights in the windows are switched off. This shot reveals a detail of the building that was not visible in previous shots: an observatory platform attached to the topmost limb. Inside, she and Spike lean wearily against each other.)

Twilight: Phew.

(The lights come on, startling them; quick pan to the reason—her five friends have gathered in a loft above the bookshelves and are waiting expectantly. Twilight screams.)

Twilight: I can’t decide, I just can’t decide! It’s important to all of you and I just can’t stand to disappoint any of you, and giving me gifts and doing me favors won’t make any difference— (Cut to the others, now chastened; she continues o.s.) —because you’re all my friends, and I want to make you all happy— (Back to her and Spike.) —and I can’t! I just can’t!

(She winds up in a huddle on the floor, forelegs wrapped around head, as Applejack walks up.)

Applejack: Twilight, sugar, I—I didn’t mean to put so much pressure on you. And if it helps, I don’t want the ticket anymore. You can give it to somepony else. I won’t feel bad, I promise. (Fluttershy flies down to them.)

Fluttershy: Me too. I feel just awful that I made you feel so awful. (Pinkie and Rarity are still in the loft.)

Pinkie: And me too. It’s no fun upsetting your friends.

Rarity: Twilight, it was unfair of me to try to force you as I did.

Rainbow: (hovering in midair) YES! That means the ticket is mine! (laughing, singing) I got the ticket, I got the ticket—

(She cuts herself off and shifts gears after getting a good look at the quartet on the reading room floor, all of whom are giving her slightly dirty looks.)

Rainbow: You know, I haven’t perfected my signature moves for the Wonderbolts anyway. I don’t need that ticket either.

Applejack: We all got so gung-ho about goin’ to the Gala— (Close-up of Twilight; she continues o.s.) —that we couldn’t see how un-gung-ho we were makin’ you. (Twilight smiles.)

All ponies but Twilight: (from o.s.) We’re sorry, Twilight.

Twilight: Spike, take down a note.

(Cut to him, whipping out quill and blank scroll to take her dictation, and pan to frame her standing up again.)

Twilight: “Dear Princess Celestia…” (levitating both tickets) “I’ve learned that one of the joys of friendship is sharing your blessings.”

(The camera follows the tickets as they float past the others, putting her o.s.)

Twilight: (from o.s.) “But when there’s not enough blessings to go around, having more than your friends can make you feel pretty awful.” (They reach Spike and float down to the scroll.) “So, though I appreciate the invitation…” (They tuck themselves in.) “…I will be returning both tickets to the Grand Galloping Gala.” (Back to her.)

Others: WHAT?!?!?

Twilight: If my friends can’t all go— (turning to them) —I don’t want to go either.

Applejack: (gasping softly, as Rainbow floats down) Twilight, you don’t have to do that.

Twilight: Nope, I’ve made up my mind. Spike, you can send the letter now.

(He opens the nearest window and burns the scroll to get it gone. Zoom out to frame Fluttershy in the foreground.)

Fluttershy: Now you won’t get to go to the Gala either.

Twilight: It’s okay, girls. I couldn’t possibly enjoy myself without my best friends there with me. (They gather around her, laughing gently.) So I would rather not go at all.

(For the fourth time this episode, Spike mimes shoving a finger down his throat—and for the third time, he starts trying to choke back a real heave.)

Applejack: (irritated) Well, wallop my withers, Spike. (crossing to him) Isn’t that just like a boy—can’t handle the least bit of sentiment.

(The fiery belch that finally surfaces has enough kick to throw him back o.s.; Applejack ducks so fast that it shoots between her head and her hat, which hangs in midair.)

Applejack: Whoa, Nelly! (It solidifies into…)

Twilight: A letter from the Princess? (Cut to Spike, who takes it; she continues o.s.) That was fast. (He opens it.)

Spike: (reading) “My faithful student Twilight: Why didn’t you just say so in the first place?”

(Six gold tickets pop out of the parchment; close-up of his hand, which holds them fanned out like a poker hand.)

Spike: (from o.s.) Six tickets to the Grand Galloping Gala! (Collective gasp cut to frame all six ponies.)

Twilight: Now we can all go!

 (Jubilation; Rarity hears Twilight’s growling gut and sheepish little laugh.)

Rarity: Allow us to treat you to dinner.

(The ponies exit one by one, the tickets floating out of Spike’s hand in time due to Twilight’s magic.)

Rainbow: (from o.s.) What a great way to apologize! (She leaves on the end of this.)

Pinkie: And to celebrate! (now outside) Come on, everyone! The cupcakes are on me!

(As Applejack brings up the rear, Spike holds back the last ticket only to have it whisked out of his hand.)

Spike: (dejectedly) How come I don’t get a ticket to the Gala?

(He starts to retch again; cut to outside. The belch rumbles out and the green flare spills from the door and windows for a moment. Back to him, now holding an unfurled scroll.)

Spike: (reading) “And one for you, Spike.”

(One ticket pops up and his eyes do likewise. Outside, he runs from the library laughing but stops short at the sight of Applejack directing a knowing little smile his way. Her ticket is still floating above her head. Despite all his protestations, he genuinely wants a piece of this action.)

Spike: Huh? (walking slowly by) I mean, gross! I have to go too?

(After getting past and eyeing her nervously, he breaks into a laughing run and she trots after him, chuckling softly. Tilt up to frame Canterlot in the distant, starlit high altitudes, then fade to black.)


APPLEBUCK SEASON

Written by Amy Keating Rogers

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a broad stretch of hills marked by tracts of apple trees heavy with fruit—part of Sweet Apple Acres, seen during the day. Pan slowly across the expanse.)

 

Applejack: (from o.s.) Boy howdy. I got my work cut out for me. That there is the biggest bumper crop of apples I ever laid eyes on.

 

(On the end of this line, stop on her and Big Macintosh; he has a swath of bandages wrapped around his midsection and is chewing on a stalk of wheat. When he speaks, his words come slowly and thoughtfully, delivered in a deep-toned Southern accent.)

Macintosh: Ee-yup. Too big for you to handle on your own.

Applejack: Come on, big brother. You need to rest up and get yourself better. (nudging the bandaged area; he winces) I haven’t met an apple orchard yet that I can’t handle. (Annoyed glare from him.) Oops. Sorry. I’ll take a bite out of this job by day’s end.

(This line establishes the family relationship between the two.)

Macintosh: Biting off more than you can chew is just what I’m afraid of.

Applejack: (irked) Are you sayin’ my mouth is makin’ promises my legs can’t keep?

Macintosh: Ee-yup.

Applejack: Why, of all the…this is your sister Applejack, remember? (getting in his face) The loyalest of friends and the most dependable of ponies?

Macintosh: But still only one pony. And one pony plus hundreds of apple trees just doesn’t add up to—

Applejack: Don’t you use your fancy mathematics to muddy the issue! I said I could handle this harvest, and I’m gonna prove it to you!

(Close-up of his worried expression on the end of this, then cut back to her.)

Applejack: I’m gonna get every last apple out of those trees this applebuck season all by myself!

(On these last three words, zoom out to frame the considerable expanse of orchard land before the two ponies. In close-up, Applejack swallows hard as her expression telegraphs the realization that this will be a big job indeed. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to Applejack as she walks through the orchard. One of the trees has several tubs filled with apples at its base. She stops near these and looks around.)

Applejack: Well, I better get kickin’. These apples aren’t gonna shake themselves out of the trees.

(On the end of this, zoom out slightly to frame several of them in the overhead branches. In close-up, one drops loose as a tremor shakes the camera; it bounces off her head.)

Applejack: Hey! (looking backward) Oh, no!

(She gallops off. Cut to a long shot of Ponyville, which is shaking just as badly, then to Rainbow Dash as she rises to roof level for a look. In the distance, a huge cloud of dust begins to work its way along the road leading into town.)

Rainbow: STAMPEDE!!

(A herd of cattle, to be exact. General pandemonium in town; ponies gallop everywhere, shutters are closed, a welcome mat is yanked inside a house whose front door then slams shut. Amid the chaos, Pinkie Pie stands as still as she can, letting the tremors bounce her along.)

Pinkie: (giggling, voice vibrating) Heeey! Thiiis maaakes myyy voiiice souuund siiilly! (Cut to Twilight Sparkle, also on the street.)

Twilight: Pinkie Pie, are you crazy? Run! (She does so. Mayor Mare holds her ground.)

Mayor Mare: Everypony calm down! There is no need to panic! (Rarity comes up.)

Rarity: But, Mayor, whatever shall we do?

(Zoom out slightly; Rainbow, hovering overhead, points off to one side.)

Rainbow: Look there!

(As the cattle continue their mad rush, Applejack charges up next to them. With her is a small brown-and-white dog.)

Applejack: Yee-haa! (Words of relief from the crowd.) Other side, Winona!

(The dog, Winona, barks in acknowledgment and drops back. Overhead view of the herd.)

Applejack: Put ’em up, girl!

(More barking from Winona as she pulls into view on the opposite side. In town, Fluttershy has come up alongside Rarity, who turns her head with a scared moan. Pan from them to Pinkie, who has procured a bag of popcorn and is watching with great interest.)

Pinkie: This is the best rodeo show I’ve ever seen!

(She buries her face in the snack. Zoom out slightly to frame Twilight on her other side; the unicorn turns away with a look of puzzled exasperation. The stampede approaches one of the bridges over the stream bordering Ponyville.)

Applejack: (nudging the cow next to her) Come on, little doggies! Turn!

(A whistle; cut to Winona.)

Applejack: (from o.s.) Winona, put ’em up!

(The nimble canine leaps up with a bark and makes her way from one broad back to another; her owner is close behind and lets off a laugh. Pan to the front of the herd; Winona is now ahead of the lead cow.)

Applejack: (from o.s.) Gotcha!

(Close-up of a twirling lasso; tilt down slightly to show the rope end in Applejack’s teeth. She flicks it ahead and drops the loop neatly around the cow’s neck; leaping to the ground, she pulls mightily. Cut to Winona and the cow, who gets barked at.)

Applejack: (from o.s.) Attagirl!

(In an overhead shot, the cow turns just short of the bridge to run parallel to the stream, with the rest of the herd following.)

Applejack: Yee-haa!

(After a brief, tense silence, the onlookers cheer her success. Pinkie has traded her popcorn for an apple-decorated pennant, which she waves with gusto.)

Applejack: (digging her hooves in) Whoa! (Winona stops, then the herd, and Applejack tosses the rope away.) Hoo-wee! Now what was that all about? (The lead cow moos, clears her throat, and speaks.)

Lead cow: (Minnesota accent) Oh, my. Begging your pardon, Applejack, but Mooriella here saw one of those nasty snakes.

(On the end of this, pan to an impassive cow next to her. General shudder from the herd.)

Lead cow: And it just gave us all the willies, dontcha know.

Applejack: I completely understand. Just next time, try and steer clear of Ponyville.

Lead cow: (as herd walks away) We certainly will, Applejack. So long, Winona!

(The dog barks a farewell, and Applejack’s silhouette emerges over a hill in full view of the locals, framed by the setting sun. Cheers erupt as she lifts one foreleg; in close-up, she rears up as Winona joins her.)

Applejack: Yee-haa! (Both race o.s.)

Pinkie: (jumping out of crowd, bucking around) Yee-haa! Ride ’em, cowpony! (She no longer carries her pennant.)

Mayor Mare: (to Twilight, Rarity) Applejack was just…just…

Pinkie: (poking head into view from above) Apple-tastic! (She thuds to the ground.)

Mayor Mare: Exactly! We must do something to thank Applejack for single-hoofedly saving the town. (Pinkie gets up.)

Pinkie: I know!

(Wipe to a bunch of balloons and the end of a hanging banner.)

Pinkie: (from o.s.) A party!

(Pan/zoom out on these two words to frame these items as part of a celebration being set up in the town square, including the pavilion. Twilight, with Spike on her back, walks up to Rarity as the latter adjusts the bow on a red ribbon tied around a tree.)

Twilight: We all ready?

Rarity: Just one last thing.

(She levitates a banner decorated with the same apple pattern as Pinkie’s earlier pennant and hangs it from the third-floor balcony. Zoom out from it to frame the trio on the next line.)

Rarity: Now we’re ready.

Twilight: Is Applejack all set? (Rainbow flies over.)

Rainbow: Actually, I haven’t seen her all week. (Pinkie joins them.)

Pinkie: Not since the stampede.

Rainbow: But she’ll be here for sure. (Pan/tilt up to the banner as she continues, putting the group o.s.) Applejack is never late.

(Zoom out to ground level; now a large crowd has gathered at the pavilion, where a lectern has been set up in front of the doors. Twilight steps up to this and levitates a stack of notes, squaring up their edges and bringing the first page up.)

Twilight: Welcome, everypony! Today we are here to honor a pony we can always count on to help in matters great and small. (Next page.) A pony whose contributions to—

(Rainbow barges in, knocking the notes everywhere and forcing Twilight to step aside, much to her annoyance.)

Rainbow: Did you see Applejack’s slick moves out there? What an athlete! This week, she’s gonna help me with my new flying trick, and I know it’s gonna be so awesome! (Twilight shoves her back.)

Twilight: Exactly. (Notes up.) And— (Pinkie pops up in front of her; the notes fall.)

Pinkie: This week, I get to run Sugarcube Corner for the first time!

Twilight: What does that have to do with Applejack? (Brief pause from Pinkie.)

Pinkie: Oh! Applejack, one of the best bakers ever, is gonna help me. Applejack makes everything great, so free samples for everypony! (Cheers.)

Twilight: (dryly, pushing her aside) Okay, that’s great. (Notes up, but scrambled.) Now if I could just make a point without being inter— (Fluttershy pokes her head up on the end of this.)

Fluttershy: Twilight?

Twilight: —rupted! (Notes fall; she moves aside and Fluttershy steps up.)

Fluttershy: Twilight, I’m so sorry, but I just wanted to mention that Applejack is also helping me this week with the official bunny census, where we count up all the new baby bunnies that were born this season.

(On the latter part of this, cut to a close-up of Twilight as she rolls her eyes wearily at all these breaks in her train of thought. At the end of this line, zoom out to frame both.)

Fluttershy: She’s gonna help gather them using her wonderful herding skills. (Pause.)

Twilight: (as Fluttershy cringes and slides away) Anyone else?…Anyone?

(Cut to the crowd; no response except for a quiet cough.)

Twilight: (from o.s.) No? (Back to her; she brings her notes up yet again.) Well, then, as I was trying to say—

(Zoom out; now Mayor Mare stands next to her with an expectant grin. After a very long beat, Twilight gives up with a groan and lets her notes go flying in all directions.)

Twilight: (stalking away) Never mind! (Mayor Mare takes her place.)

Mayor Mare: (clearing throat, gesturing to her right) And so, with no further ado, it is my privilege—

(Quick pan to that side, framing the base of a large trophy decorated with a blue ribbon. As she continues, tilt slowly up along its height; it is gold and shaped like a two-handled oil lamp, supported by three pillars, and topped by a rearing filly.) 

Mayor Mare: —to give the “Prize Pony of Ponyville” Award to our beloved guest of honor… (Back to her as she continues.) …a pony of the utmost trustworthiness, reliability, and integrity…Ponyville’s most capable and dependable friend… (gesturing to her left) …Applejack!

(Pan to that side as cheers from the crowd are heard. There is a curtain here, which opens to expose absolutely nothing; the cheers give way to gasps and silence, with the exception of Spike.)

Spike: Way to go, Applejack, that was awesome! I mean…

(He falls quiet upon finding himself on the wrong end of quizzical glances from Fluttershy, Pinkie, and Rarity and an angry one from Twilight. Mayor Mare, at a total loss, clears her throat.)

Spike: (under his breath) Awkward.

Applejack: (from o.s.) I’m here!

(A blond mane, brown cowboy hat, part of an orange-tan head, and pile of apples make their way through the crowd.)

Applejack: I’m here!

(Yawn; apples fall loose and some ponies react with shock as she passes. Ground level; her legs are seen passing and leaving fruit in their wake.)

Applejack: Sorry I’m late, whoa…I was just…

(Back to Twilight, Fluttershy, Pinkie, Rarity, and Spike. Applejack is heard stumbling over something.)

Applejack: (from o.s.) Did I get your tail?

(At the lectern, she thrusts her face into Mayor Mare’s, with two full apple baskets slung on her back. The bags developing under her eyes betray the fact that her harvesting work has cut deeply into her sleep time.)

Applejack: (pushing Mayor Mare o.s.) Miss Mayor, thank you kindly for this here, uh, award thingie. (She steps over to look at it and yawns.) It’s so bright and shiny, and…

(Close-up of the trophy’s body, which affords a distorted reflection of her face.)

Applejack: (laughing drowsily) I sure do look funny.

(Camera shifts to frame her and the trophy; she pushes her head forward and pulls it back, making high-pitched “whoo-ooo” noises. Pinkie joins her after a moment; zoom out to frame a truly confused Twilight on the other side of the trophy.)

Twilight: Oo-kay…well, thank you, Applejack, for saving us from that scary stampede, and always being there for everypony.

Applejack: (yawning) Yeah, I like helpin’ the pony folks and…and stuff.

(She dozes off and begins to snore; a moment later she shakes herself awake.)

Applejack: Oh, uh…yeah, uh, thanks!

(Gripping one of the trophy’s handles in her teeth, she drags it backward off the stage and through the crowd.)

Twilight: Was it just me, or did Applejack seem a little— (Zoom out/shift to frame each in turn.)

Rainbow: Tired?

Fluttershy: Dizzy?

Rarity: Messy? (Puzzled looks from Twilight and Rainbow.) Well, did you see her mane? (Pinkie jumps onto the stage.)

Pinkie: She seemed fine to me.

(She does as she did with Applejack while looking at the trophy. Zoom in on Twilight.)

Twilight: Hmmm…

(Snap to black.)

Act Two

(Opening shot: fade in to three empty tubs on the ground around a tree. Applejack backs up partially into view and fetches the trunk a solid buck with her hind legs, as she did during her first appearance in “Mare in the Moon.” Now, as then, so many apples fall loose that the tubs are filled in a heartbeat. She does the same to two other trees; the landscape indicating that she has already tended to several others in the same way. If anything, she is even more tired than she was at the award ceremony.)

Applejack: Phew!

(Her head droops for a moment, but she shakes out of it and squints behind herself, rearing up for another go. This time, she is too far away from a tree and hits nothing but air—and the tree has already been cleaned off to boot. Zoom out to frame Twilight watching her from a short distance.)

Twilight: (to herself) What on earth is that pony doing?

(Applejack repositions herself and tries again, but kicks over an apple tub instead of hitting the tree.)

Applejack: Whoops. (Close-up of the fruit and her slowly moving hooves.)

Twilight: (from o.s.) Hey, Applejack! (Cut to Applejack, who dozes off, then to Twilight.) Applejack!

(The harvester pays no mind as the camera cuts back to her.)

Twilight: (from o.s.) Applejack!

(Still nothing, so the unicorn fires up her horn and teleports over to stand right in front of Applejack.)

Twilight: APPLEJACK! (She wakes up with a start.)

Applejack: Howdy, Twilight. (Zoom out slightly, framing more trees.)

Twilight: What is all this?

Applejack: (walking past) It’s applebuck season.

(Twilight teleports over to her as she bucks another tree.)

Applejack: (surprised) Whoa.

Twilight: Apple-what season?

Applejack: (moving again) It’s what the Apple family calls harvestin’ time. (Teleport.) We gather all the apples from the trees so we can sell ’em.

Twilight: But why are you doing it all alone?

Applejack: ’Cause Big Macintosh hurt himself. (Teleport; she stops.)

Twilight: What about all those relatives I met when I first came to Ponyville? Can’t they help?

(Referring to the family members who had gathered at Sweet Apple Acres during “Mare in the Moon.”)

Applejack: (sighing, moving past her o.s.) They were just here for the Apple family reunion. They actually live all over Equestria and are busy harvestin’ their own orchards. (Horn warm-up; cut to Applejack.) So, uh, I’m on my own. (Teleport, blocking her path.) Which means I should really get back to work.

(Twilight holds her ground, leaving her and Applejack to stare each other down for a moment.)

Applejack: (clearing throat) Hint, hint? (Cut to Twilight; she continues o.s.) Get back to work?

Twilight: Fine.

(She walks off. Back to Applejack, who begins to sway from side to side.)

Applejack: Could you step aside, Twilight?

(As she speaks, zoom out slightly to show that Twilight has in fact moved out of her way.)

Twilight: I just did.

(Cut to Applejack’s perspective of her; the image blurs and shifts, and her words have a distinct echo to them. This is how the bleary-eyed farmer is seeing and hearing the world at the moment.)

Twilight: Applejack, you don’t look so good. (Back to the pair; Applejack shakes her head and moves on.)

Applejack: Don’t none of you three worry none, I’m just fine and dandy. (She tries to buck another tree but misses.) Whoa! (Teleport.)

Twilight: Do you…want some help?

Applejack: Help? (shaking head emphatically) No way, no how!

Twilight: But there’s no way you can do it all on your own. (Applejack gets in her face.)

Applejack: Is that a challenge?

Twilight: Um…no.

Applejack: Well, I’m gonna prove to you that I can do it! (walking past) Now if you’ll excuse me… (Close-up of Twilight; she continues o.s.) …I’ve got apples to buck.

(The one who actually got a good night’s sleep bites her lower lip nervously and looks after her. Dissolve to a fence in Ponyville, with Rainbow balanced atop one post on all four hooves. She is looking a bit out of sorts and glances behind her as the sound of galloping steps is heard; zoom out slightly as Applejack skids to a stop.)

Rainbow: There you are!

Applejack: (yawning) I’m a mite sorry, Rainbow. I was busy applebuckin’ and I guess I…I closed my eyes for a second, and when I woke up, I was late. Now what’s this new trick of yours?

Rainbow: (pointing o.s.) See this contraption?

(Quick pan in that direction. The contraption in question is a seesaw placed in front of a platform on a scaffold. The high end, marked with an X, is the one closer to the scaffold.)

Applejack: (from o.s.) Uh…yeah.

Rainbow: (from o.s.) Well, I’m gonna stand on one end. Then you’re gonna jump down from that platform, launching me into the air faster than I can take off on my own. Once I’m in the air, I’m gonna do some amazing flips and spins that are sure to impress the Wonderbolts.

(The following happens during this description. One, zoom in on the low end, with a blue circle being drawn around it as if a Telestrator were being used to diagram a football play. Two, pan/tilt up to the platform, which also gets a circle; a dotted line traces a path down to the high end and another one marks the launch trajectory into the sky. Three, as the camera follows the second line, it traces a jumble of loops and squiggles.)

(Back to Applejack, whose sleep-deprived brain has found the right gear for a moment.)

Applejack: Isn’t that a mite dangerous? (Rainbow flies over to her.)

Rainbow: (laughing) Not for a pony who can fly! (She zips o.s.)

Applejack: (following) Well, all righty, then.

(Cut to the base of the scaffold and tilt up to the platform, where Applejack steps into position and looks down over the edge. Her blurred perspective of the seesaw, with Rainbow standing on the lower end.)

Applejack: (uneasily) Oh, my. (Cut to Rainbow, ground level.)

Rainbow: Ready? (Zoom out.) One…two…three!

(Her assistant plunges into view—and completely misses the seesaw to belly-flop in the grass.)

Rainbow: (crossing to her) Um…maybe I wasn’t clear. You’re supposed to land on the other end. (Applejack peels herself up.)

Applejack: (woozily) Got it.

(Three more jumps see her land rump first, then on her back, then headfirst—much to the would-be stunt flyer’s annoyance.)

Rainbow: Applejack, what the hay is going on? I mean, I thought I was working with Ponyville’s best athlete! (Close-up of said athlete on the end of this; she shakes her head clear.)

Applejack: You are! I’m okay, really. I have an idea. Watch this.

(She grabs the high end of the seesaw and pulls it down.)

Applejack: Ta-da!

(Needless to say, this effort does not please Rainbow in the slightest; close-up of her face.)

Applejack: (from o.s.) Oh…maybe not. (Back to her.) Okay, one more try. (turning to the tower) I’m sure to get it this time.

(Rainbow‘s end thuds to the ground, collapsing her onto the seesaw when her knees and hocks give out. As she groans woozily, Applejack resumes her spot on the platform and squints to try and bring the rig into focus, seen from her perspective. The image resolves itself and she laughs a bit; back to her.)

Applejack: Here I go!

(She backs up a bit and gallops off the edge, throwing Rainbow into a hoof-flailing panic.)

Rainbow: WAIT!!

(Too late; gravity does its thing, and the apple-farming pony comes down full force to hurl Rainbow into the distance.)

Rainbow: (fading out) APPLEJAAAACK!!

Applejack: (calling after her) YOU’RE WELCOME!!

(Wipe to the exterior of the library and zoom in the lower balcony, where Twilight is reading. In close-up, she is shaken out of it by Rainbow’s approaching scream and a crash that marks one very rough landing. Zoom out slightly; the pegasus is hanging over the railing.)

Twilight: (puzzled) Can I help you?

Rainbow: (weakly) I think somepony else needs your help.

Twilight: Applejack?

Rainbow: Yep.

(She passes out and Twilight mulls the situation over for a second. Dissolve to Applejack at work in the orchard, with full apple baskets slung on her back. She bucks a tree, ducks down to grab an apple by its stem in her teeth, and bangs her head on a low branch as she straightens up. The hit sets her entire skull vibrating before Twilight walks up.)

Twilight: Applejack, can we talk?

(Applejack scratches at an ear, trying to clear it; close-up of Twilight, zooming in on her mouth as she repeats the previous line. The words are nearly lost beneath the ringing in Applejack’s ears.)

Applejack: CAN BEES SQUAWK? I DON’T THINK SO!

Twilight: No. Can we talk?

Applejack: TWENTY STALKS? BEAN OR CELERY?

Twilight: NO! I NEED TO TALK TO YOU!

Applejack: YOU NEED TO WALK TO THE ZOO? WELL, WHO’S STOPPIN’ YOU?

Twilight: I NEED TO TALK TO YOU!

(Cut to Applejack and pan from one speaker to the other in turn.)

Applejack: OH! WELL, WHY DIDN’T YOU SAY SO? WHAT YOU WANT TO TALK ABOUT?

Twilight: RAINBOW DASH DROPPED IN TO SEE ME TODAY!

Applejack: THAT’S QUITE NEIGHBORLY OF HER!

Twilight: YES, EXCEPT THAT SHE CRASHED ONTO MY BALCONY AFTER YOU LAUNCHED HER INTO THE AIR!

(Back to Applejack; the pans and the shouting both stop at this point.)

Applejack: Oh…yeah. (dropping her head) I wasn’t feelin’ quite myself this mornin’.

Twilight: Because you’re working too hard and you need help!

Applejack: What? Kelp? I don’t need kelp. I don’t even like seaweed.

Twilight: HELP!! YOU NEED HELP!!

Applejack: Nothin’ doin’, Twilight. I’m gonna prove to you, to everypony, that I can do this on my own!

(Walking away, she clunks her head on the same branch; this hit knocks her eyes out of focus.)

Applejack: Ow! Now if you’ll excuse me, I gotta go help Pinkie Pie!

(She stumbles away, nearly dumping her freight of fruit and leaving Twilight to groan wearily to herself. Dissolve to the exterior of Sugarcube Corner and zoom in as an older female voice is heard. This shot, a longer one than that displayed in “The Ticket Master,” reveals more details about the building. Weather vane styled as a rearing pony holding a candy cane at one end of the roof, near a set of brick chimneys painted violet and decorated to resemble a heavily iced hunk of rock candy; nest of birds’ eggs at the other end; two upper stories decorated to resemble a pair of stacked cupcakes, with candles on the topmost one.)

Voice: Now, Pinkie Pie…

(On the start of the next line, cut to the shop floor inside, where the speaker—a light blue, violet-eyed earth pony mare—is stacking packages at a display case. Her two-tone, rose-colored mane and tail are carefully styled to resemble cupcake frosting, and she wears an apron and small pink earrings. Cutie mark: three cupcakes. Behind her, an earth pony stallion of about the same age comes down the stairs, carrying a bag in his teeth. Yellow-orange coat; short, deep orange-brown mane and tail; square jaw; apron; red/white bow tie and low-crowned cap; birdcatcher spots around his nose; cutie mark of three cake slices. These are Mr. and Mrs. Cake, the bakery owners.)

Mrs. Cake: …are you sure you’re up for baking the muffins and running the store this afternoon?

(On the end of this, zoom out to frame Pinkie in the foreground, then shift to show Applejack next to her.)

Pinkie: Yes-sirree-bob, Mrs. Cake! (Zoom out; Applejack needs a nap.) Plus, I have Ponyville’s prize pony to help me out. Why, she’s the best baker ever! (Hard head shake from the other.) Right, Applejack?

(Applejack’s perspective of the pink pony—the last two words still scrambled—then back to her as she shakes her head again.)

Mr. Cake: (from o.s.) No? (Cut to him.) You’re not the best baker ever?

(This shot shows his fully open eyes, which are light green.)

Applejack: WHAT? OH, NO! (catching herself) I mean…don’t you fret. I can bake anything from fritters to pies in the blink of an eye.

Mrs. Cake: (chuckling a bit, as the couple leaves) Oh, right. Well, see you later, girls!

(Zoom in as Applejack shakes her head once more, only to have Pinkie reach into view and stop her.)

Pinkie: (from o.s.) Stop with the shakin’… (popping into view) …it’s time to get bakin’!

(Wipe to the kitchen, where she is eyeing a cookbook in a stand on the counter.)

Pinkie: All righty. I’ll get the sugar and the eggs. Can you get me some chocolate chips?

(Pan to Applejack on the end of this, she has dozed off with her head on the counter, but snaps awake.)

Applejack: (stammering a bit) Eh…what was that?

(Her perspective as Pinkie repeats the last two words—now her ears and eyes are both working at half speed—then back to her.)

Applejack: Chips. (brightening) Got it.

(At the pantry shelves, she eyes the foodstuffs before noticing several bags of…)

Applejack: Tater chips. All salty and dry. Okey-dokey.

(She grabs a bag in her teeth; close-up of a mixing bowl as the contents are dumped in.)

Applejack: (from o.s.) What next?

Pinkie: (half speed) Baking soda.

Applejack: Soda…perfect! (She crosses to an open refrigerator stocked with it.) That’ll get the tater chips nice and wet.

(The bowl again as a bottle of soda is poured in.)

Applejack: (from o.s.) NOW WHAT? (Back to her.)

Pinkie: (from o.s.) A cup of flour.

Applejack: (puzzled) A cup o’ sour? Well, lemons are sure sour.

(Now a bowl of lemons has been put on the counter, one sliced in half and oozing juice.)

Applejack: (from o.s.) One cup o’ sour, comin’ up.

(She extends her head into frame and empties a measuring cup filled with lemon juice into the bowl. Back to her.)

Applejack: Anythin’ else, Pinkie?

Pinkie: (from o.s.) One last thing—wheat germ.

Applejack: (grimacing) Wheat worms? Oh! That must be fancy talk for earthworms.

(Outside, she trots from the front door to a patch of dirt and scratches at it; inside, she spits a mouthful of worms into the bowl. Back to Pinkie, who has taken no notice.)

Pinkie: Now that’s gonna be delicious! (Pan to Applejack on the end of this and cut to the bowl.)

Applejack: (from o.s., unconvinced) If you say so.

(The misguided recipe has left a thoroughly unappetizing, mud-colored mulch as batter, studded with plenty of wriggly fish bait. Dissolve to racks of freshly baked muffins atop the display case on the shop floor.)

Pinkie: (popping up behind them) Free muffin sample spectacular!

(Zoom out quickly to frame a considerable crowd of onlookers, then pan through them as they lick their chops and voice anticipation.)

Applejack: (as ponies help themselves) Yeah! Muffin spectacles! Get ’em while they’re hot!

(Clock wipe to a curtain, which is pulled aside by a somewhat frazzled-looking white earth pony mare—Nurse Redheart—when she steps into view. Light blue eyes, light pink mane and tail with the former gathered in a bun; red-cross cutie mark with a small pink heart tucked into each outer corner. This design is repeated on the white nurse’s cap she wears. Behind the curtain, Twilight and Spike are framed against a stretch of Ponyville’s buildings in late afternoon.)

Twilight: We came as soon as we heard.

Redheart: (sighing) Thank you, Twilight. We need all the help we can get.

(On the second half of this, pan across the area: an open-air tent filled with hospital beds, every one of which is occupied by a groaning pony, with others lying on the floor. A second nurse is on duty, and some of the patients’ faces have gone green; one is vomiting into a bucket.)

Twilight: Oh, no! What happened?

(Close-up of a half-eaten muffin on the floor; Spike picks it up and is surprised to see a worm poke out of it.)

Redheart: (from o.s.) It was a mishap with some of the baked goods. (Cut to Pinkie, green-faced in a bed.)

Pinkie: (weakly) No…not baked goods…baked bads!

(She fights to keep from blowing chunks; Twilight recoils for a moment, then regains her nerve.)

Twilight: Applejack!

(Sounds of eager chomping are heard, surprising her; zoom out to frame Spike—scarfing down the muffin he found—at her hooves. He has gathered up an armload.)

Spike: Want one?

(Snap to black.)

Act Three

(Opening shot: fade in to Applejack and a cart on opposite sides of an apple tree. She falls asleep as soon as she bucks it, but an apple bouncing off her head wakes her up.)

Applejack: Wha—? Huh?

(She trudges off toward the cart. A dissolve shows her in its harness, backing the load toward a tub that rests in a depression between two hillocks. Gravity quickly asserts itself, flipping the whole rig up to vertical so that the fruit tumbles out and Applejack is left on the high end, where she nods off again as her hat falls off. Twilight approaches.)

Twilight: Applejack, we need to talk:

Applejack: Wha—? Huh?…Oh. It’s you, Twilight. (Yawn.) I know what you’re gonna say, but the answer is still no.

Twilight: Not to upset your apple cart, but you need help. 

Applejack: Har-de-har… (She tries to flip herself down and fails.) …and no, I don’t. (Again.)

Twilight: Here. Let me help.

Applejack: Help? (Again.) No, thanks!

(Close-up of the nonplussed unicorn as the sounds of Applejack’s efforts drift over to her.)

Applejack: (from o.s., grunting) A little more…little… (Twilight claps a hoof to her face; a thud.) There.

(Cut to another tree. Applejack has moved the cart into position and unhooked herself, ready to buck.)

Applejack: I’ll prove that this Apple can handle these apples. (bucking repeatedly) Come on, apples…fall off!

Twilight: AJ, I think you’re beating a dead…

(Back to Applejack, then zoom out to show that this tree’s branches have no fruit whatsoever and only a very few leaves.)

Twilight: (from o.s.) …tree. (One leaf drops loose.)

Applejack: I knew that. (She walks off, Twilight following.)

Twilight: Actually, Applejack, I had something else to talk to you about. I just came back from Ponyville Urgent Care and—

Applejack: You know, I’m a little busy to get lectured right now, Twilight.

Twilight: But if you’d just let me help—

Applejack: Ugh! No, no, no! (Both stop.) How many times do I gotta say it? (walking off) I don’t need no help from nopony!

Twilight: (to herself) Ugh! That pony is stubborn as a mule! (Loud braying is heard o.s.; she addresses herself to it.) No offense.

(Zoom out. A buck-toothed mule is now standing next to her.)

Mule: None taken.

(Dissolve to a stretch of meadow in which several rabbits are cheerfully hopping around and pan across it.)

Fluttershy: (from o.s.) Oh, Applejack, thank you so much for offering your herding skills for the annual rabbit roundup.

(The two come into view on the end of this line, walking through the scene.)

Applejack: (groaning impatiently) Why are we doin’ this?

Fluttershy: Well, lots of new baby bunnies have been born, so it’s my job to get a count of all the new families.

Applejack: (passing her) Fine. Can we just get on with it?

Fluttershy: Certainly. But remember, these are bunnies we’re dealing with, not cows. They’re a timid bunch and need to be treated gently.

Applejack: I do not need any direction on corrallin’ critters. (addressing herself o.s.) Right, Winona?

(Pan slightly to show that the dog has come up alongside. She barks, setting the noses of two nearby bunnies twitching. Fluttershy now directs her words to several others.)

Fluttershy: Okay, little bunnies. I need you to all gather here in the middle.

(Ground level on the end of this, whereupon one of Applejack’s hooves slams down. She is having no part of the soft-touch approach.)

Applejack: (from o.s.) That’s right! (Head-on view.) Let’s go, bunnies! In the center! (Ground level; she continues o.s.) Hop to it!

(Several of them, panicked, race past a surprised Fluttershy.)

Applejack: Swell. Just swell.

(She charges off after the bunnies, scattering some in various directions while others do their best to keep ahead.)

Applejack: Put ’em up, Winona!

(The canine herder gets into the action, flushing some out of the bushes.)

Fluttershy: (from o.s.) Applejack! (Cut to her.) Winona! Stop! You’re scaring them!

Applejack: We know what we’re doin’! Get along, little bunnies!

(Winona barks and joins Applejack in a fenced enclosure, with a large group of rabbits huddled at one end. The two make a slow advance, Winona growling quietly; zoom in on the terrified animals.)

Fluttershy: (from o.s.) Oh, no…

(Every eye in the bunch pops wide open in unison, followed by a massed charge and fade to black.)

(Fade in to the same stretch of Ponyville in which Rainbow got a bird’s-eye view of the Act One cattle ruckus. She rises to roof level again, sees the approaching dust cloud, and yells…)

Rainbow: STAMPEDE!!

(…with the same results. Ponies galloping everywhere, shutters closed, welcome mat pulled in and front door slammed—only this time, there is no Mayor Mare to try and calm everyone down. The bunnies hop along at breakneck speed and detour around one earth pony mare who faints in the middle of the street. She is bright pink, with gold eyes, a long blond mane/tail, and a lily blossom tucked behind one ear, and has three of these flowers as her cutie mark—this is Lily. Zoom out overhead and fade to black.)

(Fade in to Twilight, trotting along the street and humming cheerfully to herself. She stops short with a gasp, seeing not one but three unconscious earth pony mares before her. One of the two extras has a two-tone red mane/tail, an off-white coat, and a rose cutie mark; she will later be identified as Rose. The last pony is Daisy. The three come to in turn; when Rose opens her eyes, they are seen to be deep green.)

Rose: The horror! The horror!

Lily: It was awful!

Daisy: A disaster! (Back to Twilight; she continues o.s.) A horrible, horrible disaster!

(The cause of which has Twilight mystified, since the street is empty and quiet.)

Twilight: I don’t get it.

Lily: (rushing to ruined vegetable patch) Our gardens, destroyed!

Rose: (racing to denuded flowerpots) Every last flower, devoured!

Daisy: (still lying in street) By…by… (pointing o.s.) …them!

(A cut and pan reveals the bunnies chowing down on every bit of greenery in sight.)

Fluttershy: (from o.s., panicked) Oh, my…oh, please stop, little bunnies… (Stop on her.) …oh…no, no…please, let’s go home… (chasing a few) …no…oh…oh, my goodness!

Twilight: All right. (Zoom in to extreme close-up.) Enough is enough!

(Dissolve to Applejack, at the base of a tree and with baskets on her back. Zoom in slowly.)

Applejack: (bucking weakly) Must…keep…buckin’…just…a few…more… (Twilight trots up.) …must…finish…harvestin’…

Twilight: All right, Applejack. Your applebucking hasn’t just caused you problems. It’s over-propelled pegasus, practically poisoned plenty of ponies, and terrorized bushels of brand-new bouncing baby bunnies. I don’t care what you say, you need help!

(One more buck brings down a double basketful of apples.)

Applejack: Hah! No, I don’t. (Cut to Twilight, surprised; she continues o.s.) Look, I did it!

(Slow pan across the orchard; every visible tree has been cleaned of its fruit.)

Applejack: (from o.s.) I harvested the entire Sweet Apple Acres without your help. (Back to her.) How d’you like them apples?


(
Zoom out slightly to frame Macintosh, who has come up next to her.)

Macintosh: (gesturing with head) Um…how do you like them apples?

(A camera shift and pan reveal that on the side he has indicated, half the orchard still has not been worked. Applejack’s panicked shudder is heard, back to her on the start of the next line.)

Applejack: (deliriously) Where’d all the apple…

(Her speech degenerates into unintelligible mumbling as her eyes go out of focus, and she totters back and forth before finally crashing to the ground. Snap to black.)

Twilight: (voice over, echoing) Applejack!

(The black screen splits horizontally in time with this as if it were an opening eye, revealing the unicorn’s fuzzy, upside-down image—Applejack’s perspective. Normal vision and sound restore themselves quickly.)

Twilight: Applejack!

Applejack: (weakly) Huh? (Cut to both.)

Twilight: Oh, good. You’re okay. Now, Applejack, I completely respect the Apple family ways.

(Overhead close-up of the physically and mentally exhausted pony.)

Twilight: (from o.s.) You’re always there to help anypony in need, so maybe you can put a little of your stubborn pride aside and allow your friends to help you.

(On the second half of this, Applejack looks nervously off toward the trees that still need harvesting. Long pause after Twilight finishes.)

Applejack: (quietly) Okay, Twilight.

Twilight: I am not taking no for an answer. (realizing what Applejack said) What?

Applejack: Yes, Twilight. (putting front hooves together beseechingly) Yes, please. I could really use your help.

(Smiling, Twilight chuckles to herself and lets off a relieved little sigh.)

(Dissolve to Rainbow and Pinkie at a tree; the former bucks it so that the fruit falls into a cart pulled by the latter. Slow pan across the fields as Twilight narrates. Fluttershy lets apples from another tree drop into baskets on her back, Rarity carries two full ones away, and Twilight levitates apples off a large stretch of trees and moves them to fall into three huge tubs.)

Twilight: (voice over) “Dear Princess Celestia: My friend Applejack is the best friend a pony could ever have, and she’s always there to help anypony. The only trouble is, when she needs help, she finds it hard to accept it. So while friendship is about giving of ourselves to friends, it’s also about accepting what our friends have to offer. Your faithful student, Twilight Sparkle.”

(As she finishes, Applejack—now properly rested—pushes a beverage cart into view; it carries six bottles of apple juice, complete with straws.)

Applejack: How about y’all take a little break? (Cut to Rainbow/Pinkie, Fluttershy, and Twilight in turn; she continues o.s.) I got some fine apple juice waitin’ for you.

(They gather at a table where she has set up the drinks.)

Applejack: (sighing) Girls, I can’t thank you enough for this help. I was actin’ a bit stubborn.

Twilight: A bit?

Applejack: Okay, a mite stubborn. And I’m awful sorry. Now, I know the town gave me the Prize Pony award, but the real award… (Her perspective of the other five.) …is havin’ you five as my friends. (Spike walks up as they drink.)

Rainbow: Phew! That applebucking sure made me hungry. (Close-up of Spike.)

Spike: (holding up the botched, half-eaten muffins) And I’ve got the perfect treat!

(Zoom out slightly; Pinkie is next to him, and she recoils at the sight.)

Pinkie: Ewww! Spike, I threw those away! Where’d you get them?

Spike: From the trash!

Ponies: (Applejack and Fluttershy in frame, others o.s.) EWWW!! (They start to leave.)

Spike: (following the group) Just a little nibble? Come on…

(Collective sounds of disgust as the view “irises out” to black.)


GRIFFON THE BRUSH OFF

Written by Cindy Morrow

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a stretch of park land on the outskirts of Ponyville during the day. Pan away from a small stream.)

Pinkie Pie: (from o.s., excitedly) Hoof-biting action overload! She was like a stunt superstar—

(Stop on a fountain, next to which she is jumping up and down, and a bench, on which Twilight Sparkle has settled down on her belly to read a book.)

Pinkie: —flying higher and higher, and then Rainbow Dash swooped down, swoosh! (She zips o.s., then hops back.) And right before she hit the ground, shoom! (floating, then landing on hooves) She pulled up! Vroom!

Twilight: (paying no attention) Uh-huh.

Pinkie: And then she looped around and around, like woo-woo-woo-woo-woo-woo-woo!

(She mimics the action with her head, eventually becoming so dizzy that she collapses to the ground.)

Twilight: Uh-huh.

(The pink pony has wound up on her back, giving her a good view of Rainbow Dash soaring overhead; she bounds up and races after the blue flyer.)

Twilight: Phew!

(She flips a page, using her teeth rather than magic, and keeps reading. Cut to Rainbow in flight.)

Pinkie: (from o.s.) Oh, Rainbow Dash!

(Her eyes pop as she notices Pinkie trotting along the park trail below, and she voices an annoyed little groan.)

Rainbow: Pinkie Pie? Not again!

(She comes up with a burst of speed that prompts the earthbound admirer to follow suit.)

Pinkie: Rainbow Dash!

Rainbow: Not now, Pinkie Pie! (More speed; Pinkie matches her.)

Pinkie: But—but, Rainbow Dash!

Rainbow: I’m in the middle of something!

Pinkie: But—

Rainbow: I said, not now!

(Her mid-air wind sprint ends very suddenly when she plows face first into a sheer rock wall. Zoom out to expose it as part of a very tall cliff, from which she slides down after sticking to it for a moment. She winds up in a heap, in front of Pinkie.)

Pinkie: I was gonna tell you to look out for that mountain.

(A groan of mixed pain and frustration from Rainbow. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to an overhead view of the town square pavilion. Zoom in slowly as Pinkie crosses the open area, humming to herself, then cut to a close-up and tilt up into the sky. Here, Rainbow is napping on a cloud; the humming wakes her up, so she stuffs a wad of cloud into each ear—but even this is not enough to block out the sound. Down below, Pinkie stops to address three ponies at a produce cart.)

Pinkie: Hi! I’m looking for Rainbow Dash. Have you seen her?

(Rainbow snaps bolt upright in a panic upon hearing this, the clouds falling away from her ears, and starts burrowing in to hide herself.)

Pinkie: (from o.s.) Hi there! Have you seen Rainbow Dash?…Okay, thanks anyway. (Ground level; she finds Twilight outside a bookshop.) Twilight! Have you seen Rainbow Dash anywhere?

Twilight: (pointing up) Isn’t she right up there?

(Tilt quickly up to the cloud, from which only Rainbow’s rear half now protrudes vertically.)

Pinkie: (from o.s., singsong) Rainbow Dash!

(Up comes the striped mane, a wisp of cloud adhering to it over a truly freaked-out face. She looks one way, then another, and takes off with enough speed to pulverize the rest of the cloud. Pinkie, completely unfazed, begins hopping along the road after her at a leisurely pace. Rainbow streaks through the sky, punching holes in several clouds and buzzing over Sweet Apple Acres, and takes cover behind one corner of the barn. A peek around it shows the coast to be clear.)

Rainbow: Phew! That was close.

(Or maybe not, as seen when the turns to leave and finds the pink wacko standing right in front of her.)

Pinkie: Hi!

(That one word is enough to get Rainbow flying again with a scream; this time, she rockets through the orchard, blowing a few apples loose—and here comes the equine pogo stick again. Rainbow makes a break for it through Ponyville proper and plunges into the tree branches of the library. This shot reveals the entire structure, including one top-floor detail not yet seen: the observatory platform attached to the highest limb is outfitted with a telescope.)

(After a quick peek through the leaves, Rainbow begins to catch her breath and relax—only to find a moment later that she is actually sitting on Pinkie’s head.)

Pinkie: Hi again!

(Another yell and high-speed bug-out, this one ranging over meadowlands and up a distant hill, and once again Pinkie takes her time following. High overhead, the unstrung pegasus tiptoes away from a cloud she had used as a hideout and descends to the shore of a small lake. All clear on land, but the water is a different story; up pops a magenta-maned pink head sporting a diving mask and a snorkel. Surfacing a bit farther to expose “floaties” and swim fins on her forelegs, Pinkie spits out the snorkel and props the mask on her forehead.)

Pinkie: I need a favor, Rainbow Dash.

(The escapee lets off a cry and rises into the air for her fourth flyaway, but stops herself.)

Rainbow: (resignedly) Oh, forget it. (She flops down.)

Pinkie: I totally promise, it’ll be totally fun!

Rainbow: (sighing) Okay.

(Dissolve to the uppermost portion of the pavilion, with Rainbow adjusting the position of a nearby cloud. Two pink hooves extend into view from above and below, framing the effort—this is Pinkie’s perspective, and the camera cuts to her after a moment. She works her hooves around through several angles, squinching her eyes as well; Rainbow makes adjustments as she calls them out. Pinkie has dried out and disposed of her swimming gear.)

Pinkie: Over to the right!…No, no, a little to the left!…Oh, wait! Back to the right!

(Close-up of Rainbow, whose patience is starting to wear thin; she tweaks the cloud right a bit.)

Pinkie: (from o.s.) Now, a little leftish while staying rightly.

(The assistant does her best to follow this one.)

Pinkie: (from o.s.) Stop! (Back to her.) Hmmm…maybe a few inches to the south!

(The roof of the pavilion again.)

Pinkie: (from o.s.) Now a couple of centimeters north! (Rainbow drags the cloud into view.) Okay, one more smidge-a-meter to the—

Rainbow: PINKIE PIE!! (Long shot of the pair.)

Pinkie: Uh, I mean, perfect! Now, wait for my signal.

(The cloud has ended up almost exactly above the front doors. Pinkie peeks through a window; inside, Spike is collecting an armload of scrolls from a cubbyhole rack and humming the original My Little Pony theme. He exits the pavilion, whereupon Pinkie throws a quick gesture skyward. Rainbow gives the cloud a swift buck, causing a sudden flash of lightning that frightens Spike into dropping his scrolls. As Pinkie leans intently toward him, he stands stock-still for a moment and then begins to hiccup. Rainbow smiles and Pinkie laughs as the cloud brings the former down to the ground. Spike’s next three lines are punctuated by hiccups.)

Pinkie: Oh, Rainbow Dash, we startled Spike into getting the hiccups! (Rainbow and Spike laugh as well.)

Spike: Good one, Pinkie Pie! (Cut to her; he continues o.s.) You’re always pulling a fast one on me.

(He picks up one of the scrolls, but hiccups a lick of fire over it and yelps in surprise. It vanishes in a wisp of sparkling pink smoke—he has just sent a message to Princess Celestia by mistake.)

Pinkie: Oh, no! You’re not hurt, are you?

Spike: Nah. Don’t be silly. Dragons are fireproof.

(Quick pan to Celestia, studying a document on a worktable in the bedchamber of her palace in Canterlot. A few books and scrolls lie on the floor, a low round bed stands behind her, and a fire is burning in the fireplace. The scroll Spike sent materializes and drops to the floor, surprising her considerably. Back to the pavilion.)

Pinkie: Oh…okay. Good.

(She and Rainbow trade a smile and start laughing fit to burst, while Spike has rounded up several other scrolls. Another incendiary hiccup burns the lot and leaves him staring haplessly after the inadvertent mass mailing.)

Spike: I wish the same thing were true of scrolls.

(Quick pan to Celestia, who now has the first scroll open before her and is not sure what to make of it. She is promptly pelted by all the others at once; in Ponyville, the two tricksters yuk it up as Spike goes after the last few. As soon as he grabs one, it falls victim to a hiccup.)

Pinkie: Have you ever seen anything more hilarious? (She falls back laughing.)

Rainbow: (smiling wickedly) I can think of one thing.

(Which is to kick the cloud for another lightning flash that scares a yelp out of Pinkie and leaves her with the hiccups as well. She starts alternating between these and giggles, and her next line is broken up by the former.)

[Animation goof: Pinkie’s cutie mark disappears during this shot.]

Rainbow: I didn’t take you for a prankster, Pinkie Pie. (She flies down; Pinkie has stood up.)

Pinkie: Are you kidding? I love to pull pranks! It’s all in good fun, and Pinkie Pie looooves to have fun!

Rainbow: You know, Pinkie Pie, you’re not as annoying as I thought. You want to hang out?

Pinkie: (zipping all about) That’d be—I’d really—when do—I mean—when would you— (Rainbow stops her with a hoof over the mouth.)

Rainbow: A simple nod will do.

Pinkie: (nodding) Mmm-hmm.

(Rainbow lowers her hoof so the two conspirators can smile at each other. Dissolve to the upper reaches of a structure whose roof is styled as a giant, multicolored court jester’s cap, complete with bells. Tilt down to ground level; the hanging sign, of a laughing pony’s head in jester attire and an “arrow through the head” gag, marks this as a joke/novelty shop. Pinkie and Rainbow exit with full baskets in their teeth. From here, cut to a close-up of the doorbell next to the Carousel Boutique’s door; Pinkie reaches into view to press it. The bell sounds as two phrases of the classic “Westminster Quarters” clock chime pattern. The next two lines are delivered in hushed tones.)

Rainbow: (from o.s.) Is she even home?

(Long shot; she and Pinkie are hiding behind bushes a short distance away, having left something on the doorstep.)

Pinkie: I don’t know. This is gonna be gold! (Top half of door opens, exposing Rarity as both snicker.) There she is!

(They drop out of sight, and Rarity looks off to one side before noticing what is on the step.)

Rarity: Hmmm!

(In close-up, she sniffs at it—a bouquet of flowers—and comes up with a smudge of something on her nostrils. She begins to sneeze uncontrollably and throws a puzzled glance off toward the o.s. jokers’ giggling; quick pan to the pair, now clear of the bushes. Rainbow has a can balanced on her hoof, and a zoom on the picture label reveals it as sneezing powder. As Rarity glares toward them, Rainbow drops the can and gallops off, with the effect of causing Pinkie to sneeze herself o.s. as well when she gets a snootful. Rarity smiles at the comeuppance.)

(A sheet of paper is unrolled over the scene by Twilight; zoom out to show it as a scroll on a stand in the library’s reading room, with a quill and inkwell nearby. She has set up some flasks and test tubes on the central table, and she levitates one of these and the quill to do a report. The quill rapidly jots down several lines, which vanish from the page as soon as she turns away to mix some of her chemicals, which start to bubble. When she turns back, the sight of the blank paper causes her eyes to pop slightly.)

Twilight: Hmm?

(She eyes the mixture, now fuming, then the page—and from behind her come a flash, a few puffs of smoke and the sounds of exploding chemicals and breaking glass. As she eyes the inkwell suspiciously, she catches the pair’s laughter; outside, Rainbow is holding up a bottle of disappearing ink, which they sneaked into the library. The snookered young scientist throws an “okay, you got me” smile through the window as Pinkie and Rainbow laugh themselves silly and Rainbow drops the bottle.)

(Dissolve to a long shot of Sweet Apple Acres, zooming in slowly, then cut to Applejack as she begins to pull a cart out of the barn. The front wheels are barely halfway out before she stops with a sharp, shocked gasp; ahead of her is a tree whose apples look like multicolored Easter eggs. A pan across the orchard reveals that every tree in sight has been similarly affected.)

Applejack: (from o.s.) Land sakes!

(Back to her; she hears the blue goofball laughing and looks confusedly off to each side. Pinkie and Rainbow are nearby, each with a painter’s palette hooked over one hoof and a just-used brush in her teeth. They share a laugh before bailing out due to their own handiwork being thrown at them by one angry blond pony. One apple lands in a full water barrel, in which Applejack’s reflection appears as the paint washes away to leave the fruit undamaged. Realizing the joke they have played, Applejack chuckles to herself.)

(Dissolve to Fluttershy at a stream bend, watching several jumping fish and a few other water-dwellers that gather at the bank. In a close-up pan, one of them can be seen to be an obvious decoy of a turtle, with a long tube attached to its rear and trailing back across the stream. It squeaks a bit, and the camera follows the tube to where it disappears over a hill on the opposite bank. A telescope is extended up from behind; on the far side, Rainbow watches the scene through this while Pinkie jumps up and down. A rubber bulb in her teeth, attached to the other end of the tube, provides the noise.)

Pinkie: Is someone over there? Who are we gonna squirt? Who are we gonna squirt?

Rainbow: (snickering) Fluttershy.

Pinkie: What?!? (She spits out the bulb.) No, no, no, no, no, no. We can’t prank Fluttershy. I mean, she’s so sensitive. It’ll hurt her feelings, even our most harmless prank. (Rainbow backs up from the scope.)

Rainbow: Yeah, you’re right. (She blows a raspberry and turns to Pinkie.) Huh. We need another victim who’s made of tougher stuff.

(She has not noticed Pinkie’s struggle to contain a laugh, and now she puts her eye back to the scope for a moment. When she backs off again, a turn of the head tells all: her left eye has a ring of ink around it, left by the scope’s eyepiece.)

Rainbow: So, who’s it gonna be?

Pinkie: Oh! (giggling) I’ve got someone in mind—the toughest around.

Rainbow: Oh, awesome! (looking around) Who, who? Do I know them?

(Close-up of the water at the bank; Pinkie’s reflection pops into view, pointing.)

Pinkie: (giggling) Oh, yes. (Rainbow’s appears alongside.) You’re very close.

[Animation goof: Rainbow’s reflection shows her right eye inked instead of her left.]

(After the victim notices her eye, both have a good laugh over the double-cross.)

Rainbow: Good one, Pinkie Pie!

(She puts her hoof out for a high five, then yanks it back twice when Pinkie tries to slap it. Another laugh, and the camera tilts up to frame Fluttershy across from them; all the real animals have gone, leaving her with the decoy turtle. As the sun begins to set, she cautiously tries to pet it, only to see the head bounce back and forth on its spring, surprising her.)

(Dissolve to a stretch of land outside Ponyville proper, near Sweet Apple Acres. It is now sunrise of the following morning. Pinkie trots along, wearing a pair of joke glasses with a big red nose and droopy mustache attached and blowing on a noisemaker. She is also wearing the classic “arrow through the head” over her mane. When she skids to a stop, the camera zooms out to frame her looking up at a house built of clouds and rainbows, sporting a number of Greek-style columns and floating at a very low altitude. A stream of the variegated light spills over the edge as a waterfall.)

Pinkie: Rise and shine, Rainbow Dash! (Close-up of the door; she continues o.s.) It’s a brand new day, and we got a lot of pranking to—

(The head that pokes out is not Rainbow’s, but that of a bald eagle with feathers swept forward on top of the head. The tips of these are shaded a pale violet to match a few flecks on the throat and the coloration around the yellow eyes, one of which aims itself toward ground level in a puzzled and slightly hostile glare.)

Pinkie: Ooh! (Rainbow peeks out from the roof, the ink ring gone from her eye.)

Rainbow: Mornin’, Pinks! (She drops to ground level and addresses herself upward.) Gilda, this is my gal pal Pinkie Pie.

(Gilda descends with a shrill cry, revealing herself as a griffon—brown-furred lion’s body, tail, and hind legs; eagle’s head, wings, and talons on the forelegs. The wings are a darker brown than the body. All of Pinkie’s joke items drop to the ground when she gets a good look at the creature, whose female voice and body language practically scream “too hip for the room.”)

Gilda: Hey, what’s up?

Rainbow: Pinkie, this is my griffon friend Gilda.

Pinkie: What’s a griffon?

(Cut to Gilda, who spreads her wings in a crouch and jumps toward the camera.)

Rainbow: (from o.s.) She’s half eagle, half lion. (Cut to frame all three.)

Gilda: (throwing wing around Rainbow’s shoulders) And all awesome!

(After a playful snarl, she and Rainbow laugh and chatter while trading their particular version of a secret handshake, as the pink pony stares with some bewilderment.)

Rainbow: Gilda’s my best friend from my days at Junior Speedster Flight Camp. (to Gilda) Hey, remember the chant?

Gilda: Sh’yah. They made us recite it every morning. I’ll never get that lame thing out of my head.

Rainbow: Sooo…?

(The griffon meets her big smile with an unenthusiastic little groan.)

Gilda: Only for you, Dash.

(Both rise into the air to do the choreography for the chant—no points for guessing which one would rather be doing anything else.)

Rainbow, Gilda:         Junior Speedsters are our lives,

                        Sky-bound soars and daring dives.

(landing)                Junior Speedsters, it’s our quest

                        To someday be the very best!

(Pinkie’s response is to laugh and stomp one hoof on the ground, prompting both Speedster alumni to turn their heads away in embarrassment for a moment.)

Pinkie: Oh, that was awesome! And it gave me a great idea for a prank!

(She shoves her head into the pile of novelties to put them all back in place.)

Pinkie: Gilda, you game?

Gilda: Huh. Well, I groove on a good prank as much as the next griffon. (elbowing Rainbow, spreading wings) But, Dash, you promised me we’d get a flying session in this morning. (She lifts off.)

Rainbow: Yeah, uh, well…Pinkie Pie, you don’t mind, do you? (hovering) Gilda just got here. We’ll catch up with you later.

Pinkie: Oh! Um…well, sure, no problem. Have fun, you guys! (as they zoom off) I’ll, uh, just catch up with you…

(She sighs dejectedly and sits back on her haunches.)

Pinkie: …later.

(The noisemaker in her mouth sounds off weakly. Snap to black.)

Act Two

(Opening shot: fade in to a street in Ponyville, with clear sky overhead. Rainbow flies across, doing a loop-the-loop, and Gilda follows and overtakes the pegasus on a straight run. As Rainbow accelerates, the griffon takes a breather on a cloud, only to get bowled over when Rainbow plows into her. Both laugh and straighten up.)

Gilda: Whoa! That was sweet, just like old times.

Rainbow: Yeah, only faster! (They bump hoof and talons.) So now what?

(Pinkie’s head pops up between them, just in time for their second attempted bump to tap both sides of it. She has put away her joke wearables.)

Pinkie: Hey there! (She drops out of sight.)

Rainbow, Gilda: Huh? (Up again.)

Pinkie: It’s later! (Down, then up.) And I caught up!

(A ground-level shot reveals that she is bouncing on a trampoline to reach the cloud.)

Rainbow: (grinning) Pinkie Pie, you are so random!

Gilda: (pointing) Hey, Dash, think you got enough gas left to beat me to that cloud?

Rainbow: A race? (as both go into a crouch) You are so on!

Gilda: One, two, three, go!

(They take off, leaving the pink earth pony to find herself alone on the next bounce.)

Pinkie: Hey!

(Tilt up quickly to another cloud; the racers punch up through it at nearly the same instant and stop in midair.)

Rainbow: I win!

Gilda: As if! I won, dude!

Rainbow: No way!

Gilda: Yes way.

Rainbow: Oh, come on! I was way ahead of you!

Gilda: I don’t think so.

Rainbow: Oh, geez, dream on!

Gilda: Remember back at camp? I—

Rainbow: There is no way you beat me!

Gilda: Whatever.

(They are so absorbed in the argument that they do not notice Pinkie floating up behind them, thanks to the huge bunch of balloons tied around her midsection. Her words catch both off guard.)

Pinkie: Wow, guys, that was really close! (to Gilda) But I think Rainbow Dash beat you by a teeny-weeny, itty-bitty hair—or a teeny-weeny, itty-bitty feather.

Rainbow: Hah! See? Good thing Pinkie Pie’s here to keep you honest, G.

(On the end of this line, cut to a close-up of Gilda, who shoots her a rather nasty look before recovering her composure.)

Gilda: Okay, Dash! (pointing up) Last one to that cloud up there is a gnarly dragon egg. Go!

(They take off in a burst of cloud vapor; when it clears, Gilda is right where she started, having doubled back for a private talk with Pinkie. Her voice takes on a decidedly nasty edge.)

Gilda: I think the high altitude is making you dizzy.

(She starts popping one balloon after another with her talons; eventually Pinkie begins to sink and she flies off.)

Pinkie: Wait! Guys!

(Rainbow reaches the cloud and looks around for Gilda, who arrives a moment later. The quiet is broken by the growing sound of chugging machinery and Pinkie’s voice.)

Pinkie: (from o.s.) Wow! You guys almost got away from me that time!

(Longer shot. A jerry-built, pedal-powered helicopter is keeping her aloft now. Gilda throws an irritated glance her way, then turns to Rainbow.)

Gilda: So, Dash, got any new moves in your trick-tionary, or are you one hundred percent old-school?

Rainbow: New moves? (hovering off cloud) Hah. Sit back, G. (flying o.s.) This is gonna take a while.

(After she has gone, the griffon turns back to the interloper.)

Gilda: Hey, Pinkie. (beckoning) Come here. (Pinkie maneuvers in.)

Pinkie: Yeah?

(Gilda flies up and grabs the rotor shaft so she can get in the unnerved pilot’s face.)

Gilda: Don’t you know how to take “get lost” for an answer? Dash doesn’t need to hang with a dweeb like you now that I’m around. You’re dorkin’ up the sky, Stinkie Pie, so make like a bee and BUZZ OFF!

(Letting go of the shaft, she seizes the rotor itself to stop it cold and start the whole body spinning instead. Panicked yells from the whirling pink blur in the driver’s seat; when Gilda lets go, the whole rig veers crazily back and forth and spirals down toward the fields.)

Rainbow: (returning to cloud) Try matching that!…Hey! Where’s Pinkie Pie and her crazy contraption?

Gilda: Eh, she left. Something about being as busy as a bee.

(Down on the ground, Pinkie and her machine have wiped out hard. Once she gets her wits about her, she stands up among the wreckage.)

Pinkie: Hmph!

(Dissolve to the exterior of the library.)

Twilight: (from inside) So, Pinkie Pie…

(Cut to her, looking over a book in the reading room. She flips pages with her magic.)

Twilight: …are you sure that this friend of Rainbow Dash is really so mean? (Pinkie comes up.)

Pinkie: Um, yeah! (pacing) She keeps stealing Rainbow Dash away, she popped my balloons, and she told me to buzz off! I’ve never met a griffon this mean! Well, actually, I’ve never met a griffon at all.

(Longer shot; Spike sits on the stairs, reading.)

Pinkie: But I bet if I had, she wouldn’t have been as mean and grumpy as Gilda!

Twilight: You know what I think, Pinkie Pie?

Pinkie: Hmm?

Twilight: Well, I think…you’re jealous.

Pinkie: Jealous?!?

Spike: Green with envy…well, in your case, pink with envy.

Twilight: Well, yes, jealous. Listen, Pinkie. I don’t want to upset you— (Pan slowly to a crushed Pinkie, putting her o.s.) —but just because Rainbow Dash has another friend doesn’t make Gilda a grump. I mean, perhaps it’s you, Pinkie— (Longer shot, framing both.) —who needs to improve her attitude.

(This idea seems to sit very badly in the brain under the fluffy magenta mane.)

Pinkie: Improve my attitude? (stammering) But I—but it’s Gilda that—are you seri—

(She gives up on the discussion with a frustrated yell and stalks out, slamming the library door hard enough to shake the whole building. Twilight sighs as she and Spike trade a very worried glance.)

(Cut to Pinkie, walking through the park and thinking very hard.)

Pinkie: Maybe Twilight is right. Maybe Gilda isn’t a big mean grumpy mean meanie-pants. Maybe I’m just a big jealous judgmental jealous jealousy-pants. (Sigh.)

(Dissolve to a profile close-up of the down-in-the-dumps pony as she sips an ice cream soda, then zoom out to frame her standing at a table outside Sugarcube Corner. The sound of an overhead flight and two unmistakable laughing voices causes her to nearly upset both the table and her drink.)

Gilda: (from o.s.) That was sweet!

Rainbow: (from o.s.) Ugh. (Zoom out quickly; she and Gilda fly among the rooftops.) I gotta take care of a few weather jobs around here. Shouldn’t take long. (They land.) Just, uh, hang out in town and I’ll come find you.

Gilda: That’s cool, I guess. I’m gonna go chow down.

Rainbow: Later!

(After she has flown away, Gilda runs an eye over the scene and notices a produce cart at which Granny Smith is checking out ears of corn. Zoom in on this; Gilda’s tail pops up from the display, prompting a terrified scream from the old mare.)

Granny: A rattler! A rattler! Run for the hills! Everybody run, save yourselves!

(She flees as quickly as her creaky joints will allow—that is, not very—and Gilda puts her head up behind the display to see her handiwork. The pegasus in charge of the cart gives her a puzzled look.)

Gilda: (walking o.s.) This stuff ain’t fresh, dude. (Pinkie, at her table, has seen the whole thing.)

Pinkie: Aw, poor Granny Smith! She didn’t know it was a joke. How mean!…No, no. I can’t misjudge her. (Cut to Gilda passing the cart; she continues o.s.) It was kind of a funny prank…I guess?

(A look back and forth, and she filches an apple using her tail without being noticed; one fast chomp disposes of the evidence as she continues on. Back to Pinkie, who gasps angrily.)

Pinkie: I did misjudge her! She’s not only a meanie mean-pants, she’s also a thief!…No, no, no, no, no. She might give it back. (Zoom out slightly.) It’s just a joke.

(Fluttershy backs across the view in front of her, her eyes fixed on a family of ducks she is escorting down the street.)

Fluttershy: All right, little ones. This way, this way. Mama Duck, you’re free and clear.

(She does not notice Gilda’s approach from the opposite direction until her rump collides with the white-feathered crest.)

Gilda: Hey!

Fluttershy: Please excuse me.

Gilda: I’m walkin’ here!

Fluttershy: (backing up, scared) Oh…um…I’m sorry…I-I-I was just trying to— (Cut to Gilda on the end of this.)

Gilda: (mimicking Fluttershy’s tone) “I’m sorry, I’m sorry!” (viciously, advancing; ducks scatter) Why don’t you just watch where you’re going, doofus?

Fluttershy: But…b-b-but…I…I…

(The griffon sucks in a double lungful of air and lets it out as a deafening roar directly into the meek pegasus’ face. Dead silence except for a  sheep’s bleat, which gives way to Fluttershy’s sobbing as she flees the scene first on hooves and then by wings. Pinkie sees it all, including Gilda’s run up to make sure she is gone.)

Gilda: Ugh! Please. All these lame ponies are driving me buggy. I gotta bail. (She flies off.)

Pinkie: She’s a grump and a thief and a bully! The meanest kind of mean meanie-pants there is! I can take it, but no one treats Fluttershy like that—no one! This calls for extreme measures…

(Zoom in to an extreme close-up as a fierce smile crosses her face.)

Pinkie: …Pinkie Pie style!

(Snap to black.)

Act Three

(Opening shot: fade in to an extreme close-up of Pinkie, still sporting that same fierce smile. It softens after a moment, and the camera zooms out to show her now standing just inside the front door of Sugarcube Corner shop floor, where a full-on shindig is in progress on the shop floor. A pony enters.)

Pinkie: Welcome! Welcome! Welcome! (Pan to Applejack and Rarity at the other side of the room.)

Applejack: Who’s this Gilda I’ve heard nothin’ about?

Rarity: I hear she’s an old friend of Rainbow Dash, a griffon. So rare.

(They walk off on the end of this, revealing Twilight and Fluttershy behind them.)

Twilight: You’ve met Gilda, right? What’s she like?

Fluttershy: Oh…um, well…I’ll tell you later, Twilight. (She approaches Pinkie as more guests arrive.)

Pinkie: (to guests) Welcome! Welcome!

Fluttershy: Um, Pinkie Pie, about this party for Gilda—um, do you really think it’s a good idea? I mean—

Pinkie: Don’t worry your pretty little head about mean old Gilda. (knocking her on the head) Your auntie Pinkie Pie’s got it all taken care of.

(She does not notice that her response has left Fluttershy rather vexed, and she turns back toward the door without bothering to hear the next line.)

Fluttershy: I’m a year older than you.

Pinkie: (now o.s.) Gilda! (Quick pan to her just inside; Pinkie jumps over.) I’m so honored to throw you one of my signature Pinkie Pie parties! (holding out hoof to shake) And I really, truly, sincerely hope you feel welcome here amongst all us pony folk.

(She ends this line with a big grin as Gilda reluctantly shakes. What follows is a full-body electric shock that sends the griffon tottering to the floor—and puts an even bigger grin on the pink pony’s face. A turn of the hoof reveals a joy buzzer attached to it; she laughs over the stunt as Gilda gets upright with a scowl. Rainbow’s laughter is heard from o.s., and she trots over to the pair.)

Rainbow: Oh, Pinkie Pie! The old hoof-shake buzzer! You are a scream! (Gilda forces a smile.)

Gilda: Yeah. (Chuckle.) Uh, good one, Pinkie Pie.

Rainbow: (trotting off) Come on, G. I’ll introduce you to some of my other friends.

Gilda: Right behind you, Dash! (to Pinkie, menacingly) I know what you’re up to.

Pinkie: (still smiling) Great!

Gilda: (exasperated groan) I know what you’re planning!

Pinkie: (giggling) Well, I hope so. This wasn’t supposed to be a surprise party.

Gilda: I mean, I’ve got my eye on you. (Pinkie leans directly into her face.)

Pinkie: And I got my eye on you.

(She bulges her eyes out comically on this line, then backs off o.s. to leave one rather bemused bad girl standing alone.)

Pinkie: (from o.s.) Everyone… (Cut to her amid the crowd.) …I’d like you all to meet Gilda— (Back to Gilda; she continues o.s.) —a long-time, dear friend of Rainbow Dash. (hugging her) Let’s honor her and welcome her to Ponyville.

(She zips away; Gilda shoots a hairy eyeball after her, but quickly trades it in for a smile as the other guests cheer and Rainbow throws a hoof around her shoulders.)

Pinkie: Please help yourself.

(Close-up of a bowl of candy, with Gilda standing behind.)

Gilda: Vanilla lemon drops! (Zoom out.) Don’t mind if I do.

(Tossing one into her mouth, she instantly squinches her entire face up in pain as steam sings out in her head and sweat sprays from her face. She promptly lets go with a fiery belch that would give Spike a run for his money. Pinkie picks up a stick in her teeth so she can roast the marshmallow impaled on it in the flames before they die down.)

Gilda: HOT!!

Rainbow: G! The punch!

(Gilda races past; extreme close-up of a full glass as she grabs it, then of her tight-shut eye as she gulps hastily. Liquid is heard running, but when her eye opens in surprise, the camera zooms out to show that the punch is in fact leaking out of a hole in the glass. Laughter from o.s.)

Gilda: Huh? (Overhead shot; several onlookers are getting their yuks in.)

Pinkie: Well, what do you know? Pepper in the vanilla lemon drops, and the punch served in a dribble glass!

Rainbow: (chuckling) Priceless. Priceless!

(She laughs as Gilda zips across the room and successfully downs another glass, gasping for breath.)

Gilda: (sarcastically) Yeah. Hilarious.

Rainbow: (from o.s.) Hey, G! (Cut to her by a table stacked with gifts.) Look! Presents!

(Greed brings the griffon over in a trice. She grabs one and pulls its ribbon with her beak, only to have a mass of toy snakes pop out in her face—the old “snake can” trick, which leaves her dazed and disheveled. More laughter.)

Applejack: (to Rarity) Spittin’ snakes! (laughing) Somepony pulled that prank on me last month.

Gilda: Ha, ha. I bet I know who that was. (Quick pan to Pinkie.)

Pinkie: You do?

(Dissolve to another area of the room, where Fluttershy has a group of birds lined up on a ledge and is directing them in a song. Pan across the lively gathering, then cut to Pinkie at a cake loaded with lit candles.)

Pinkie: Cake time, everypony!

(Zoom out; she is pushing the cake on a wheeled platform to the center of the floor. Spike is now seen among the guests.)

Spike: Hey! Can I blow out the candles?

Twilight: Why don’t we let Gilda blow out the candles, Spike? She is the guest of honor, after all. (Gilda flashes over, elbowing Spike away. Her feathers are back in order.)

Gilda: Exactly!

(She takes a deep breath, blows out all the candles—and then is greatly perplexed to see them all relight themselves. Another try leaves her slightly winded and earns a round of laughs when the wicks blaze back up. Several more attempts get the same result.)

Spike: (laughing) Relighting birthday candles! I love that prank! What a classic!

Pinkie: Now I wonder who could’ve done that?

Gilda: (very snarky) Yeah. I wonder.

(The sound of Spike’s o.s. gobbling draws her attention; at ground level, he has tunneled so far into the cake that his tail disappears into the hole.)

Spike: (muffled by cake) Who cares? This cake is amazing!

(He pops out through the top on the end of this, scattering frosting and candles everywhere.)

Twilight: Spike!

Spike: What? It’s great! Try some.

(This bit of gluttony starts to work Gilda’s last good nerve as Rainbow comes over.)

Rainbow: Hey, G, you’re not upset about some silly candles, are you? (Gilda composes herself.)

Gilda: No way, Dash. Like I said, I’m down with a good prank.

Rainbow: (zipping to cake) Come on, then. Let’s have some cake.

(The beaked jerk’s mood goes sour again and does not improve when Pinkie starts chomping into the cake. A set of talons wraps itself around her neck and drags her behind for an uncomfortably close sidebar.)

Gilda: Hey, I’m watching you like a hawk.

Pinkie: Why? Can’t you watch me like a griffon?

Applejack: (from o.s.) Hey, y’all! (Both pop up, grinning broadly; Gilda looking rather strained.) It’s Pin the Tail on the Pony!

(Overhead view of the group; she is near the door, a paper pony tail lies before her, and a drawing of the tailless animal is tacked up on the wall.)

Applejack: Let’s play!

Rarity: Oh, my favorite game! Can I go first? Can I have the purple tail? (Gilda leaps over and snatches it up.)

Gilda: Well, I am the guest of honor, and I’ll have the purple tail. (Cut to Pinkie and Spike.)

Pinkie: Yeah! Gilda should definitely go first. (Spike produces a blindfold and walks over.) Let’s get you blindfolded.

Gilda: (from o.s.) Hey!

(Back to her; Spike ties the cloth over her eyes and jumps off her back.)

Gilda: What are you doing?

(A snarl; Pinkie grabs hold and gives a heave that sets her spinning, then backs out of view.)

Pinkie: (from o.s.) We’re spinning you around and around, and then you can pin the tail on the pony.

(On the second half of this, cut to the picture. Back to Pinkie, now guiding Gilda toward it.)

Pinkie: Now just walk straight ahead and pin the tail.

Gilda: (mockingly) “Now just walk straight ahead and pin the tail.” (normal voice; snort) Yeah, right. This is another prank, isn’t it? (walking away from wall) I’m going this way.

Pinkie: Wait! The poster is this—

(One taloned foot comes down in a splotch of frosting to send her skidding and yelling across the room, straight through the batwing doors leading into the kitchen. The resulting crash shakes the entire bakery, and as clouds of flour puff out, she emerges a weary, bleary wreck, smeared with cake and various other sweet stuff; The blindfold is off, and the tail hangs across her beak like a mustache.)

Pinkie: (from o.s.) Uh, Gilda? You pinned the tail on the wrong end.

(The ensuing round of laughter is the very last straw for the luckless griffon, who throws off all the gunk with a bellowing roar and hovers above the crowd.)

Gilda: This is your idea of a good time? I’ve never met a lamer bunch of dweebs in all my life! And Pinkie Pie…you! (pointing in Pinkie’s face, then leaning to her) You are Queen Lame-o with your weak little party pranks! Did you really think you could make me lose my cool? (sliding to Rainbow) Well, Dash and I have ten times as much cool as the rest of you put together! (Rainbow’s face hardens.) Come on, Dash. (walking to door) We’re bailing on this pathetic scene.

(The pegasus does not stir a hoof even as her old friend stops at the door.)

Gilda: Come on, Rainbow Dash! I said, we’re leaving!

(Not a single face is smiling anymore, even Pinkie.)

Rainbow: You know, Gilda, I was the one who set up all those “weak” pranks at this party. (Direct hit.)

Gilda: What?! 

Pinkie: Ooh!

Rainbow: So I guess I’m Queen Lame-o.

Gilda: Come on, Dash! You’re joshing me!

Rainbow: They weren’t all meant for you specifically. It was just dumb luck that you set them all off.

Pinkie: (smiling, to Spike) I shoulda known! That dribble cup had Rainbow Dash written all over it.

Gilda: No way! I-It was Pinkie Pie! She set up this party to trip me up, to make a fool of me!

Pinkie: (surprised) Me? I threw this party to improve your attitude. (turning her head until her face is upside down) I thought a good party might turn that frown upside down.

Rainbow: And you sure didn’t need any help making a fool of yourself. You know, this is not how I thought my old friends would treat my new friends. If being cool is all you care about… (Close-up of Gilda; zoom in as she continues o.s.) …maybe you should go find some new cool friends someplace else.

(The recipient of this tongue lashing snarls to herself and spreads her wings.)

Gilda: Yeah? Well…you…you…you are such an…a flip-flop! Cool one minute and lame the next. (walking out) When you decide not to be lame anymore, give me a call.

(The door slams and her shrill cry is heard to mark her departure.)

Rainbow: Not cool.

Spike: Wow. Talk about a party-pooper. (General murmurs of agreement.)

Rainbow: I’m sorry, everypony, for bringing Gilda here. I didn’t know how rude she was. And, Pinkie Pie, I’m really sorry she ruined that awesome party you put on for her.

Pinkie: (smiling) Hey, if you want to hang out with party-poopers, that’s your business.

Rainbow: I’d rather hang out with you. (holding out hoof to shake) No hard feelings?

Pinkie: No hard feelings.

(When they shake, both of them get a jolt that starts the whole crowd laughing—and they join in, turning over their hooves to reveal a joy buzzer on each.)

Twilight: Hey, Pinkie. Sorry I accused you of misjudging Gilda. Looks like I’m the one who misjudged you. (Pinkie puts a foreleg around her shoulders.)

Pinkie: It’s okay, Twilight. Even you can’t be a super-smart smarty smart-pants all the time. (to the crowd, rearing/jumping excitedly) Come on, everypony! There’s still a whole lotta party to finish!

(Laughter and cheers as the camera cuts to a close-up and zoom in on Twilight, who smiles thoughtfully.)

Twilight: (voice over, dictating) “Dearest Princess Celestia: …” (Slow pan through the party.) “Today I learned that it’s hard to accept when somepony you like wants to spend time with somepony who’s not so nice.”

(Dissolve to Celestia’s bedchamber, near the fireplace, and pan toward her bed. A wisp of smoke flows in through an air vent and forms into a scroll, which unrolls in midair to reveal both Twilight’s message and a bottle of ink. These settle down to float in front of Celestia, who is sitting atop the bed on her belly.)

Twilight: (voice over) “Though it’s impossible to control who your friends hang out with, it is possible to control your own behavior. Just continue to be a good friend. In the end, the difference between a false friend and one who is true will surely come to light.”

(The scroll rolls up and floats away, and a blank one takes its place as a quill floats over.)

Twilight: (voice over) “Your faithful student, Twilight Sparkle.” (It dips in the ink and starts writing.)

Celestia: (voice over) “Dear Twilight Sparkle, my most faithful student: …”

(A close-up of the parchment reveals that the writing is quickly fading away. Zoom in on the bottle, whose label peels off to expose it as the same disappearing ink that Pinkie and Rainbow used on Twilight earlier.)

Celestia: (from o.s.) Oh! (Laugh; cut to frame her.) Wrong ink.

(She sighs contentedly and chuckles, levitating another inkwell over to herself and starting the letter again. Zoom out slowly and fade to black.) 


BOAST BUSTERS

Written by Chris Savino

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a close-up of Spike in the library. He is concentrating intently on something just o.s., and a mirror leans against the wall behind him.)

Spike: Come on, Twilight. You can do it! (Cut to Twilight Sparkle nearby.)

Twilight: Okay. Here goes.

(She squeezes her eyes shut and fires up her horn; as its glow builds, the radiance also starts to emerge around Spike’s nose and chin. In one quick pop, he has grown a bushy black mustache. This shot frames the top of the library staircase, indicating that they are in her upper-story room.)

Spike: Ha-ha! You did it!

(He turns to a checklist set up on an easel and ticks off an entry.)

Spike: Growing magic. That’s number twenty-five. Twenty-five different types of tricks, and counting.

(Back to Twilight on the end of this; she allows herself an embarrassed little smile and blush. Now the macho dragon looks himself over in the mirror.)

Spike: And I think this is the best trick so far. Hel-lo, Rarity! (eyes pop; stroking mustache) What’s that? Aw, it’s nothin’, just my awesome mustache. (Chuckle.)

Twilight: Sorry, Romeo. As attractive and enticing as you look, it’s just for practice and it’s gotta go. (Horn warms up on the end of this.)

Spike: Wait!

(Hands over the facial hair do nothing to stop the magic from erasing it.)

Spike: Aw, rats.

(Twilight laughs softly. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to Twilight and Spike walking down a busy Ponyville street during the day. Close-up of her during the following.)

Spike: Twenty-five, Twilight. Twenty-five different kinds of tricks, and counting. (Frame both again.) I thought unicorns were only supposed to have a little magic that matches their special talents.

Twilight: True, for ponies whose talents are for things like cooking or singing or math. But what if a unicorn’s special talent is magic?

Spike: Like you, Twilight. And you know a ton of magic.

Twilight: (laughing) Oh, Spike, stop. I’m sure there are lots of ponies right here in Ponyville that know just as much magic as me.

Spike: (as both stop) Are you kiddin’? I don’t think there’s another unicorn in all of Equestria with your kind of ability, Twilight.

(Cut to two young unicorn colts in full gallop. The shorter and chubbier of the two is bucktoothed and light blue-green, with a messy yellow-brown mane and tail and a pair of scissors as his cutie mark. The other, taller and thinner, is yellow-tan with birdcatcher spots near his eyes and an equally unkempt light green mane/tail that are slightly longer than those of his counterpart. His cutie mark is a snail. These two are Snips and Snails, respectively, and Snails does not sound particularly bright when he speaks. Both have beady black eyes; Snips sports thick brown eyebrows as well.)

Snails: Gangway! (Cut to Twilight and Spike; he continues o.s.) Comin’ through!

(The two barrel past with enough speed to blow Twilight’s mane/tail sideways, while Spike finds himself being bulldozed along on Snips’ head.)

Spike: Snips! Snails! What’s going on? (They skid to a stop, throwing him clear.)

Snails: What, haven’t you heard?

Spike: (from o.s.) Whoa! (Crash.)

Snails: There is a new unicorn in town!

(Now Snips chimes in, bouncing on his hooves and sounding as if he has had way too much caffeine this morning.)

Snips: Yeah! They say that she’s got more magical powers than any other unicorn ever!

(On the end of this, cut to Twilight approaching the pair. Spike also walks up, rubbing his head.)

Twilight: Really?

Spike: Aw, no way. That honor goes to Twilight here. (Cut to her on the end of this; she smiles and blushes.)

Twilight: Where is this unicorn?

Snails: Oh, she’s in the town square. Come on! (He gallops off.)

Snips: Yeah! Come on!

(He follows with an excited yell, and Twilight and Spike race after him a moment later. Wipe to a long shot of a wagon trailer that has been set up in front of the town square pavilion, presenting its side to the sizable crowd gathered before it. A female voice rings out over the scene, sounding very dramatic and over the top and occasionally rolling its R’s, as Twilight and Spike make their way to the front. Applejack, Rainbow Dash, and Rarity are up here, but Fluttershy and Pinkie Pie are absent.)

Voice: Come one, come all! Come and witness the amazing magic of the Great and Powerful Trixie!

(During this line, the trailer reconfigures itself as follows. One, the side wall flips down to become a stage backed by a dark blue curtain, and two wings fold out to extend its length. Two, the ends swing out, exposing three brass horns mounted on each. Three, the roof pops up and several bits of overhead scenery extend over the stage: rocket, planet and stars, spiral, stars and magic wand. Zoom in on the stage as a blast of glittering blue smoke goes off; when it clears, a bright blue mare stands smiling at the crowd. Her mane and tail are two lighter shades of blue, and she wears a blue-violet wizard’s hat and cape covered with stars. The cape is secured at the throat by a large, light blue jewel brooch. Her eyes are a vivid shade of violet, and her cutie mark is a star-tipped wand spreading stardust, revealed when her cape blows backward. Trixie has just made her grand arrival, prompting awed murmurs from the crowd.)

Trixie: Watch in awe as the Great and Powerful Trixie performs the most spectacular feats of magic ever witnessed by pony eyes!

(Fireworks erupt from the stage, but Rarity is far from impressed.)

Rarity: My, my, my. What boasting.

Spike: Come on. Nopony’s as magical as Twi…

(He nearly has a fit upon realizing that he is speaking to the pony he wanted to impress with his mustache earlier.)

Spike: Twi…Twi…oh! (blushing a bit, clearing throat) H-Hey, Rarity, I, uh…mustache! (He runs off in a panic; Twilight takes his place.)

Twilight: There’s nothing wrong with being talented, is there?

Applejack: Nothin’ at all… (eyeing Trixie as she conjures up flowers) …’ceptin’ when someone goes around showin’ it off like a school-filly with fancy new ribbons!

Rarity: Just because one has the ability to perform lots of magic does not make one better than the rest of us.

(During this line, pan to Twilight, who hunches down and lets her ears droop sheepishly. Now Rainbow speaks up.)

Rainbow: Especially when you got me around being better than the rest of us! (Chuckle; Applejack glares daggers at her.) Uh…I mean…yeah, uh, magic, schmagic! BOOOO!

(Sidelong glance at the still-disapproving workhorse.)

Trixie: Well, well, well. It seems we have some ne-e-eigh-sayers in the audience. (Fluttershy now stands with the others in the front row.) Who is so ignorant as to challenge the magical ability of the Great and Powerful Trixie?

 (Slow pan across Twilight and company, showing assorted reactions of disgust, annoyance, confusion, and awe—the last coming from Snips and Snails. Fluttershy and Pinkie are at opposite ends of the line—this is the former’s only appearance in the entire episode. Pinkie does not appear again unless specifically mentioned.)

Trixie: (from o.s.) Do they not know that they’re in the presence of the most magical unicorn in all of Equestria?

Rarity: (to Twilight) Pffft! Just who does she think she is? (Spike elbows up between them.)

Spike: Yeah, since we all know that Twilight here is—

Twilight: Spike, shhh!

(She pushes him well away from the spectacle for a private chat; both keep their voices down.)

Spike: What? What’s wrong?

Twilight: You see the way they reacted to Trixie? I don’t want anyone thinking I’m a showoff.

(Sounds from the stage draw their attention; the performer’s fireworks are going off again, more energetically than before. Rainbow is first to get fed up and fly onto the stage.)

Rainbow: So, Great and Powerful Trixie, what makes you think you’re so awesome, anyway? (Trixie puts a hoof to her face with a disdainful laugh.)

Trixie: (with mounting fervor) Why, only the Great and Powerful Trixie has magic strong enough to vanquish…the dreaded Ursa Major!

(Fireworks blast from the horns at one end of the stage, decorating the sky with the outline of a huge bear whose forehead is marked with a starburst. Its head and tail move as if this were a neon sign; gasps and murmurs all round.)

Snips: What?!

Snails: No way!

Trixie: When all hope was lost, the ponies of Hoofington had no one to turn to.

(Cut back to the Ursa Major pyrotechnic during this line. A Trixie figure then approaches, wand at the ready. As she continues, it stands pat before the beast’s swipes and casts a spell, causing it to fizzle out and disappear in a shower of sparks.)

Trixie: (from o.s.) But the Great and Powerful Trixie stepped in, and with her awesome magic, vanquished the Ursa Major and sent it back to its cave… (Back to her.) …deep within the Everfree Forest!

Snips, Snails: Suh-weet!

Snips: That settles it!

(Back to Trixie, standing proudly; zoom out to frame Snails gesturing to her as he speaks.)

Snails: Trixie truly is the most talented, most magical, most awesome unicorn in Ponyville! (Snips pops up next to him.)

Snips: No! In all of Equestria! (Twilight and Spike are back in the crowd.)

Spike: How do you know? You didn’t see it! And besides, Twi—

(She uses her magic to literally zip his mouth shut.)

Trixie: (laughing) It’s true, my enthusiastic little admirers. Trixie is most certainly the best in Ponyville!

(Dead silence from the crowd.)

Trixie: Don’t believe the Great and Powerful Trixie? Well, then, I hereby challenge you Ponyvillians. Anything you can do, I can do better. (Slow pan across the line, from Rainbow to Twilight; she continues o.s.) Any takers? Anyone, hmm? (Back to her as she continues.) Or is Trixie destined to be the greatest equine who has ever lived?

(Another fusillade of fireworks, the most elaborate so far, after which Spike unzips his lip and throws himself at Twilight’s hooves.)

Spike: (sobbing) Please! She’s unbearable! You gotta show her! You just gotta!

Twilight: (softly) There’s no way I’m gonna use my magic now, Spike, especially since— (Back to the stage.)

Trixie: (scanning the crowd) Hmmm…how about… (pointing) …you?

(Cut to Twilight and zoom in as she swallows hard and the background behind her dims. Fade to black.)

Act Two

(Opening shot: fade in to Trixie, striding confidently toward the edge of the stage.)

Trixie: Well, how about it, hmmm? Is there anything you can do that the Great and Powerful Trixie can’t? (Cut to a flustered Twilight.)

Twilight: I, uh, I… (Pan to Applejack.)

Trixie: (from o.s.) Well, little hayseed?

Applejack: That’s it! I can’t stand for no more of this!

Spike: You show her, AJ!

(Close-up profile of the blue unicorn.)

Applejack: (from o.s.) Can your magical powers do this?

(Cut to her, now on the stage and twirling a lasso around herself at floor level with her tail. She hoists the loop clear of the boards, then works it forward and backward.)

Crowd: (from o.s.) Ooooh!

(An expert flick of the blond tail sends the lasso flying to snag an apple off a tree; the rope loosens on the return trip so that the fruit lands squarely in her mouth. After a quick chew and swallow, the crowd voices its approval.)

Applejack: Top that, missy!

(Trixie’s hat begins to glow due to the magic of her horn underneath.)

Trixie: Oh, ye of little talent.

(It lifts clear of her head, fully exposing a mane that is a shorter version of Fluttershy’s.)

Trixie: Watch and be amazed at the magic of Trixie!

(A gleam from the appendage brings the now-untied rope under her control; one end rises sinuously off the stage as if it were a snake being charmed. It sways back and forth before Applejack’s face, hypnotizing her into mimicking its movements, and the other end pulls a second apple from the tree. The first end lashes toward Applejack’s hooves and hogties her, briefly lifting her upside down off the stage before dropping her on her back.)

Applejack: What—oof!

(Once she thuds down, the apple is stuffed whole into her mouth; the crowd laughs and cheers as she hobble-hops away.)

Trixie: Once again, the Great and Powerful Trixie prevails. (Rainbow flies to the stage.)

Rainbow: There’s no need to go strutting around and showing off like that!

Trixie: Oh?

Rainbow: That’s my job.

(She goes into a speeding charge and sets a windmill spinning at insanely high RPM’s as she grabs one vane. The machine pitches her skyward when she lets go; punching neat holes through a long row of clouds, the self-assured aviator hovers briefly before the sun so that it silhouettes her form. Her next move is a screaming dive that carries her through the holes she punched and down to the same windmill, a few droplets of moisture following her from the clouds. When she repeats the grab/release maneuver, the vanes fling her straight back to the stage, where she skids to a stop and lets the trailing droplets scatter off her back. A small rainbow forms over her head.)

Rainbow: They don’t call me “Rainbow” and “Dash” for nothing.

(Once again the crowd cheers the display; Trixie seems unperturbed.)

Trixie: When Trixie is through, the only thing they’ll call you is “loser”!

(A beam from her horn causes the rainbow to wrap its creator up in a little tornado and carry her yelling into the sky. The cyclone veers madly in all directions before hitting the ground upside down and flying away. Rainbow winds up lying on her face in the dirt, her eyes jittering and her body bent upward as if sprawled against an invisible wall.)

Rainbow: (woozily) I think I’m gonna be sick.

Trixie: Seems like anypony with a dash of good sense would think twice before tussling with the Great Trixie.

(On the end of this, she throws another burst from her horn and the camera cuts to Rainbow, who has gotten upright and fumbled her way back to a now-untied Applejack and the crowd. A black cloud appears overhead and zaps her in the rump with a lightning bolt.)

Rainbow: Yow! (Laughter from all.)

Spike: What we need is another unicorn to challenge her! (elbowing Twilight’s leg) Someone with some magic of her own?

Rainbow: Yeah! A unicorn to show this unicorn who’s boss!

Applejack: A real unicorn-to-unicorn tussle! (Spike eyes Twilight expectantly.)

Twilight: Uh… (Rarity steps up.)

Rarity: Enough. Enough, all of you. I take your hint, but Rarity is above such nonsense. Rainbow Dash and Applejack may behave like ruffians, but Rarity conducts herself with beauty and grace.

Trixie: Ooh, what’s the matter? Afraid you’ll get a hair out of place in that rat’s nest you call a mane?

(The “beauty and grace” drop out of the contender’s voice in an instant.)

Rarity: Oh, it is on! 

(Now onstage and circling Trixie, the aspiring designer regains the bulk of her composure.)

Rarity: You may think you’re tough with all of your so-called powers, but there is more to magic than your brutish ways. A unicorn needs to be more than just muscle.

(She lets her horn speak for her; cut to the curtain, which comes off its rod under her charm.)

Rarity: (from o.s.) A unicorn needs to have style.

(Back to her on the end of this, the cloth wraps itself into a tight whirl around her body, and a flash clears it away to show the results: she now wears a blue gown trimmed in gold, complete with saddle, that leaves her forelegs bare, and her mane has been styled into a tall bouffant.)

Rarity: (over crowd’s “Ooooh!”) A unicorn is not a unicorn without grace and beauty.

(The other unicorn just smirks and gets ready to throw a spell. Cut to Spike.)

Spike: Rarity won’t let Trixie get the best of her! (lovestruck) She’s strong, she’s beautiful… (Flash from o.s.; his eyes widen) …she’s…

(His jaw drops, the crowd mirroring his sentiments in face and voice, and the camera zooms out to stop just behind Rarity, her head cut off by the top of the screen. Now her composure is totally out the window.)

Rarity: QUICK!! I NEED A MIRROR!! GET ME A MIRROR!!

(Extreme close-up of her panicked countenance.)

Rarity: What did she do to my hair? I know she did something terrible to my hair! (Cut to Twilight, trying not to laugh.)

Twilight: Nothing. (Quick pan to Rainbow; ditto.)

Rainbow: It’s fine. (To Applejack, unsettled.)

Applejack: It’s gorgeous! (To Spike, stunned.)

Spike: It’s green. (The other three glare at him.) What?

(Close-up of the horrified unicorn’s face. The few strands of mane that can be seen have indeed gone two different shades of green, and she gasps as the camera zooms out to frame the piled-up mess that now sits on her head. A twig and a few berries are caught in it, and a couple of tails protrude from the uppermost reaches. Evidently Trixie decided to act on that “rat’s nest” crack.)

Rarity: No! Green hair! Not green hair! (She dashes through the crowd, shuddering.) Such an awful, awful color!

(As she sobs and gallops o.s., she passes Carrot Top, whose mane and tail are now green rather than the shade of orange seen in “The Ticket Master.”)

Carrot: (offended) Well, I never!

Spike: Well, Twilight, I guess it’s up to you.

(Cut to the stage; Trixie blows a bit of dust off one hoof.)

Spike: (from o.s.) Come on. Show her what you’re made of. (Back to her amid the intent crowd.)

Twilight: (smiling nervously) What do you mean? I’m nothing special.

Spike: Yes, you are! You’re better than her!

Twilight: I’m not better than anyone!

Trixie: Ha! (approaching edge of stage) You think you’re better than the Great and Powerful Trixie? You think you have more magical talent?

(She is now close enough to glower over the boards at the frightened challenger and the defiant little dragon.)

Trixie: Well, come on. (Zoom in on Twilight; she continues o.s.) Show Trixie what you’ve got. (Back to her; extreme close-up.) Show us all.

(The full weight of the crowd’s gaze bears down on Twilight for a moment.)

Twilight: Who, me? (trying to play it off) I’m just your run-of-the-mill citizen of Ponyville. No powerful magic here. I, uh…I think I hear my laundry calling. Sorry, gotta go.

(Her sudden gallop away from the scene leaves a bunch of very confused ponies and one disappointed assistant.)

Spike: Twilight…? (Trixie sucks in a disdainful gasp.)

Trixie: Once again, the Great and Powerful Trixie has proven herself— (Slow pan from the crowd to her.) —to be the most amazing unicorn in all of Equestria. (sighing smugly, turning/walking off) Was there ever any doubt?

(As the onlookers disperse, Spike aims a glare toward her that would melt sheet metal, if anyone were to place some in front of his face at this moment. Dissolve to a long shot of the trailer, with the stage and all its effects packed away. Trixie has propped a mirror against the side and is standing before it, using a levitated hairbrush to comb out her mane. Zoom in slightly, then cut to a close-up as Snips’ rump pops into view; a tray with a beverage is balanced on it.)

Snips: Here’s your smoothie you asked for— (Longer shot; Snails is with him.) —with extra hay, just how you like it.

Snails: Mmm, hay.

(She floats it off the tray and begins to sip, noticing after a moment that the two yo-yos are staring at her with unmitigated adulation. Her response is one of impatience.)

Trixie: Yes?

Snips: Oh, tell us another story, Great and Powerful Trixie.

Snails: Yeah. Tell us about how you vanquished the Ursa Major!

(Regarding them with thinly veiled contempt for a moment, she tosses her head with a little sigh of disdain.)

Trixie: Trixie is far too exhausted from performing feats beyond imagination. Begone with you until morning. (Snips and Snails bow and back away.)

Snails: Oh, of course, Great and Powerful Trixie.

Snips: Anything you say. We are at your beck and call.

(Another noise of mild disgust from her; cut to a close-up of the pair. Spike’s voice is enough to halt them and straighten them up.)

Spike: (from o.s.) What are you two doing? (Zoom out to frame him.)

Snips: Just bringin’ the G-and-P-T a—

Spike: The what?

Snips: The Great and Powerful Trixie!

Spike: Sheesh.

Snips: Just bringin’ her a smoothie.

Spike: How can you fall for her lameness? She’s just a showoff, unlike Twilight, who— (Snips leans angrily into his face.)

Snips: The Great and Powerful Trixie vanquished an Ursa Major! Can your Twilight claim that? (He ducks back.)

Spike: Oh, really? Were you guys actually there?

Snips: Well, uh, uh…no, but—

Spike: But nothing! The proof is in the pudding.

Snails: (laughing) I like pudding.

(The reptilian voice of reason looks as if he would like to send Snails to the glue factory here and now, but eventually finds some words.)

Spike: Look. Unless an Ursa Major comes waltzing up the street for Trixie to vanquish, I am not gonna believe a word she says! And neither should you! (Close-up of Snips.)

Snips: (smiling) Hmm…an Ursa walkin’ up the street, hey? Snails! (Pan to Snails; he continues o.s.) You thinkin’ what I’m thinkin’?

Snails: Why is it they call it a flea market when they don’t really sell fleas?

Snips: Yeah, uh… (catching himself) …oh, come on!

(The two unicorns take their leave of the unimpressed Spike. Zoom in to a close-up and dissolve to him standing in the library with the same pose. He directs a worried look toward the camera as it zooms out to frame Twilight on the receiving end, reading a book propped on a stand. The magic checklist from the prologue is still on its easel, but the two have moved it downstairs to the reading room.)

Spike: Twilight, would you put down that book and just listen to me?

Twilight: Didn’t you see how they hated Trixie’s bragging, Spike? If I go out there and show off my magic, I run the risk of losing them as friends.

Spike: It’s not the same thing, Twilight! You’d be using your magic to stand up for your friends.

Twilight: No, Spike, it’s exactly the same.

Spike: (gesturing to list) Come on, Twilight. Any one of these tricks, even the teeniest, would be enough to show up Trixie.

Twilight: I don’t want to be seen as a bragger like Trixie.

(She conjures up an open door in front of Spike, complete with frame, and slams it shut; he reopens it immediately with a groan to continue the discussion. Cut to a close-up of Twilight on the next line.)

Spike: But you’re the best!

Twilight: (groaning) Please, Spike, I said no!

Spike: (sighing) If that’s the way you want to be, then fine!

(This time, he is the one to slam the door. After a long “you’ve got to be kidding me” glare from her, he opens it again and walks across the room without looking her in the eye. Once he has passed, she drops her head in silent confusion.)

(Dissolve to Snips and Snails in one of the gloomier areas of the Everfree Forest. It is evening. They timidly work their way through the overgrowth, the sound of insects and hooting owls unnerving them even further, and enter a cave wide and high enough to fit several of them comfortably either way. Cut to inside; as they proceed further, the light fades away to leave nothing but their four eyes gleaming in the blackness.)

Snips: Oh! How are we gonna find an Ursa Major when I can’t even see my own hoof in front of my face?

Snails: Hold on!

(He strains to get a light going on his horn, accompanied by the sound of an engine turning over; the first two tries fizzle out, but his third attempt holds. Behind the pair, a couple of clawed toes attached to an enormous, twinkling blue body can be seen.)

Snips: Oh! That’s better.

(Zoom out as both unicorns go bug-eyed with surprise. The body is that of a gargantuan bear creature which begins to wake up from a sleep or hibernation, exposing red eyes with orange whites. It slowly stands up to full height with a threatening growl, not appreciating the disturbance one bit, and leans down to bare its teeth in the pair’s faces. The starburst on its head identifies it as an Ursa, and the radius of Snails’ light is barely sufficient to illuminate its front half.)

(Snap to black, which fills in with a radially divided three-way split screen: Snails screaming with mane standing on end and light out, Snips doing likewise, and the Ursa roaring in fury. Snap to black again.)

Act Three

(Opening shot: fade in to a ground-level pan of a rock being kicked along by Spike. Cut to his downcast face as he shuffles through the park; the reverie breaks when Snips races screaming past him.)

Spike: Hey, guys. (Snails dashes by.) Where are you going?

Snips: Can’t talk now!

Snails: Got a major problem! (Back to Spike.)

Snips: (from o.s.) Yeah! Ursa Major, to be exact!

(The beast’s not-so-distant roar shakes Spike almost off his feet; he looks in its direction, eyes widening and jaw going slack.)

Spike: Huh?

(He gets moving just in time to avoid being turned into a manhole cover by one gigantic paw.)

Snips, Snails: TRIXIE!!

Spike: TWILIGHT!!

(Cut to a treetop-level view of the woodlands outside Ponyville. One after another, the trees topple over to mark the Ursa’s rampage and birds scatter into the night. The two half-pint nitwits reach the door of Trixie’s trailer, its top half open, and pound frantically on it; the next two lines are delivered together.)

Snips: Trixie, help! You gotta help us!

Snails: Trixie! Come out! Trixie!

(She finally appears, putting her head out through the open top half and looking very cross. For the first time, she is seen with neither hat nor cape.)

Trixie: Trixie thought she said the Great and Powerful Trixie did not want to be disturbed! (Cut to Snips.)

Snips: (laughing nervously) W-We…we have a…a tiny problem. (Pan to Snails.)

Snails: Actually, it’s a big one.

Trixie: What is so important that you cannot wait until morning to disturb Trixie?!

(The Ursa’s bellow answers her in a heart-stopping instant; quick pan to an empty street, where it is approaching fast. Down on all fours, it stands as tall as the houses on either side. One hearty roar is enough to make her fling the bottom half of the door open, knocking away the two grinning idiots, and send her off in a screaming panic. Once Snips and Snails get up, they do likewise just before one mighty paw stomps the trailer into kindling wood. It roars again.)

(Cut to Twilight as she tranquilly reads in the library. Spike skids into view, ruining her mood.)

Spike: Twilight! You’ve gotta come! Quick!

Twilight: (testily) I’ve already told you, Spike, I don’t want to show up Trixie.

Spike: No, you don’t understand! It’s—

(—the Ursa, as evidenced by yet another roar that shakes the building.)

Twilight: (nervously) Uh, is that what I think it is?

Spike: Majorly.

(Quick pan to a long overhead view of Trixie, Snips, and Snails standing in the town square before the monster’s slow advance.)

Snips: Great and Powerful Trixie! (Close-up of him and her.) You’ve got to vanquish the Ursa! (Slight pan; Snails is on her other side.)

Snails: Yeah, vanquish so we can watch!

(Close-up of the menacing ursine visage, saliva dripping from its jaws.)

Snips: (from o.s.) It took a lot of trouble to get that thing here! (Tilt down to frame her.)

Trixie: (shocked) Wait! You brought this here? (Gasp.) Are you out of your little pony minds?!

Snips: But…you’re the Great and Powerful Trixie!

Snails: Yeah, remember? You defeated an Ursa Major!

(It chooses that moment to unload a roar that nearly blows them all bald.)

Trixie: Uh…okay. (Gulp.) Stand back!

(A spell from her horn causes the rope she turned against Applejack to rise out of a vase. Close-up of this as it wraps around part of the Ursa’s body, then back to the trio. Trixie voices a relieved sigh and smiles thinly.)

Trixie: Piece of cake.

(Or maybe not, as she has only bound two of the digits on one forepaw. The Ursa snaps them loose without trouble, causing her two fans to lose some of their ardor.)

Snips: Aw, come on, Trixie!

Snails: Stop goofin’ around and vanquish it, eh?

(A shudder, another gulp, and she has another go at it. This time, her magic calls up a storm cloud that cracks out lightning—but only over the Ursa’s tail. No effect.)

Snails: Well, that was a dud.

Snips: Yeah! Pfft! Come on! Where’s all the cool explosions and smoke and stuff like earlier, you know?

(Lightning strikes the beast squarely on the rump, leaving a charred patch of fur and doing very little to improve its disposition. Snap to black, which resolves into a view from within its mouth as it opens the slavering jaws wide toward the three unicorns.)

Trixie: Uh-oh.

(Outside again; it bellows in rage and all three bail out, galloping through its legs. Lights go on in windows all over Ponyville as the noise and tremors ruin a good night’s sleep. As an unsettled crowd gathers, the Ursa chomps into a roof, sending them into a panicked stampede. Twilight, with Spike on her back, meets them coming the other way; after she has galloped through them, she hits the brakes and shifts direction. A moment later, she finds Snips and Snails.)

Twilight: What’s going on?

Snips: (laughing) We brought an Ursa to town!

Twilight: You what?!?

Snails: Don’t worry, the Great and Powerful Trixie’ll vanquish it!

(On the start of this line, zoom out to frame Trixie not far away—and wishing she had never brought her show to Ponyville in the first place. She hangs her head sadly.)

Trixie: I can’t.

Snips, Snails: What?!

Trixie: I can’t, I never have. No one can vanquish an Ursa Major. I just made the whole story up to make me look better.

Snips, Snails: Made it up?!

(Tilt up from the five as the behemoth towers over a nearby house to perhaps twice its height, blocking out the moon. Twilight’s eyes grow to saucer-size and she grits her teeth to the breaking point; the forepaws come up and the roar comes loud enough to shake all Equestria. Panic from all spectators, including Applejack, Rainbow, and Rarity; the last’s mane has resumed its usual sleek appearance, and she has removed the outfit she improvised for herself during her face-off with Trixie. Spike gives Twilight an elbow in the ribs and gestures toward the impending destruction as if to say, “Like it or not, you’re up to bat.” She gives him an uncertain look, then closes her eyes and swallows hard.)

[Note: Carrot appears among the observers, but her mane and tail have reverted to their normal orange.]

(When she opens them again, steely resolve has written itself across the purple irises. She takes measured steps toward the Ursa and stops just short of the massive chest, hooves planted wide to brace herself. Her eyes and jaw squeezed tight, she summons a wind that starts to wave flags on roofs and boughs on trees. As the air circulates through a patch of cattails, it generates a soft, humming melody similar to that a person might produce by running a finger around the edges of water-filled crystal goblets. The notes literally float in one of the Ursa’s ears and out the other, causing it to fall silent as its eyelids start to droop. It begins to totter drowsily from side to side.)

Spike: (softly, giving thumbs-up) Nice use of number sixteen!

(The glow from Twilight’s horn intensifies; the wind stops, and she takes hold of a water tower’s tank and hoists it clear of the support framework. The top unscrews itself and the water is dumped out, and the two sections float over a tract of farmland and toward an open barn. Here, the tank body goes in while the top continues past; the sound of cows being milked is heard, along with their surprised exclamations.)

Cow: (from inside, Minnesota accent) Golly, dontcha know.

(The body emerges, brimming with milk, and the top aligns itself to fit back in place.)

Spike: That’s new.

(Now the top clangs back onto the tank body. The Ursa, meanwhile, begins to topple over in Trixie’s direction—but with inches to spare, Twilight gets it under her control and hauls it back up. Rays have begun to shoot from her horn in all directions due to the strain. The now-placid Ursa hovers quietly just off the ground, then floats up several yards onto its back and receives the improvised baby bottle. As locals watch speechlessly, the colossal creature drifts slowly out of town and back into its cave, nursing all the while.)

(Once it is completely out of sight, Twilight lets her powers wind down and half-collapses, gasping for breath. The sound of cheering brings her back upright; pan toward the crowd that has gathered behind her.)

 

Rainbow: (from o.s.) Unbelievable! (She hovers above them.)

Spike: That was amazing!

Applejack: Heavens to Betsy! We knew you had ability, but not that much!

Twilight: (fearfully) I’m sorry. Please, please don’t hate me.

Applejack, Rainbow, Rarity: Hate you?

Rarity: Why, whatever do you mean, darling?

Twilight: Well…I know how much you all hated Trixie’s showing off with her magic tricks, and I just thought—

Rainbow: Whoa, whoa, whoa. Magic’s got nothing to do with it. Trixie’s just a loudmouth.

Rarity: Most unpleasant.

Applejack: All hat and no cattle.

Twilight: So…you don’t mind my magic tricks?

Applejack: Your magic is a part of who you are, sugar cube, and we like who you are. We’re proud to have such a powerful talented unicorn as our friend.

Rainbow: And after whuppin’ that Ursa’s hindquarters, we’re even prouder.

Twilight: (smiling) You are? (Pan across the three.)

Rainbow: Uh-huh.

Applejack: Mmm-hmm.

Rarity: Mmm-hmm. (Pan/zoom in on Spike.)

Spike: Wow, Twilight! How’d you know what to do with that Ursa Major?

Twilight: That’s what I was doing when you came looking for me. I was so intrigued by Trixie’s bragging that I was compelled to do a little reading up on them.

Spike: So it is possible to vanquish an Ursa Major all by yourself?

Twilight: That wasn’t an Ursa Major. It was a baby, an Ursa Minor.

Trixie: That was just a baby?

Twilight: And it wasn’t rampaging. It was just cranky because someone woke it up.

(Snips and Snails suddenly find themselves on the wrong end of several angry glares.)

Snips, Snails: Awww…

(Pan to Spike, passing Pinkie in the crowd for an instant.)

Spike: Well, if that was an Ursa Minor, then… (borderline panic) …what’s an Ursa Major like?

(Twilight cuts her eyes away, having been struck by a very unsettling thought. Dissolve to a close-up of the Ursa Minor as it keeps nursing, cradled by something of the same general body style. Zoom out to frame the Ursa Major in the cave, sitting up on its haunches and showing the same starburst on its forehead. The teeth and claws are much longer, and the star-sprinkled fur is purple and shaggy; the relative size difference is about the same as that between a full-grown human and a newborn.)

(Dissolve back to Twilight.)

Twilight: You don’t want to know. (Trixie crosses to her, bravado restored.)

Trixie: Hah! You may have vanquished an Ursa Minor— (rearing up) —but you will never have the amazing show-stopping ability of the Great and Powerful Trixie!

(A burst of smoke hides her from view; when it clears, she can be seen galloping away from the camera and out of town. Cut to Rainbow.)

Rainbow: Why, that little—

(She takes off, intending to pursue, but stops at the next words.)

Twilight: (from o.s.) Just let her go. (Long shot of the fleeing unicorn; zoom out to frame Rainbow watching.) Maybe someday she’ll learn her lesson.

(The two boneheads who started this mess begin to sneak away, but freeze when they find Twilight standing right in their path.)

Twilight: Now, about you two.

Snips: (laughing nervously) Uh, we’re sorry that we woke up the Ursa Minor.

Snails: We just wanted to see some awesome magic!

Snips: Yeah! And the way you vanquished that Ursa Minor was awesome!

(She gives them a searching look; they prostrate themselves before her.)

Snails: We deserve whatever punishment you give us. (Cut to her on the end of this.)

Twilight: (looking to one side) For starters—

(Cut to the smashed remains of Trixie’s trailer.)

Twilight: (from o.s.) —you can clean up this mess. (Back to her and Spike, both smiling slyly.) And…what do you think, Spike? Should I give them number twenty-five?

Spike: Ohhh, twenty-five! Yes—and I think I deserve it, too.

Snips, Snails: (scared) Huh?

Twilight: I think you’re right.

(Her horn flares brightly, giving the two scrubs a serious case of the jitters; zoom out to frame Spike alongside them. Being the only one who knows what is coming, he pushes his face as close to her as he can from where he stands. All three noses and chins glow, and the view snaps to black. It is immediately tiled in with images to form a radially divided three-way split screen, with Snips at top left, Snails at top right, and Spike at bottom center. The dragon has his black mustache again, while the other two smile at their brown ones in different styles.)

Spike, Snips, Snails: Sweet!

(Dissolve to the exterior of the library and zoom in slowly. It is now the following morning.)

Twilight: (from inside, dictating) “Dear Princess Celestia: I have learned a very valuable lesson about friendship.”

(Cut to a slow pan across her room and stop on her at a cluttered desk, on which a scroll is spread out. She is levitating a quill to write this report herself.)

Twilight: “I was so afraid of being thought of as a showoff that I was hiding a part of who I am.” (Extreme close-up of her glowing horn; zoom out slowly.) “My friends helped me realize that it’s okay to be proud of your talents, and there are times when it’s appropriate to show them off—especially when you’re standing up for your friends.”

Spike: (from o.s.) So… (Pan to frame him behind her.) …you finally admit that you’re the most talented unicorn in all of Ponyville?

Twilight: Well… (smiling) …yeah. But it’s nothing to brag about. So, uh, how did it go with Rarity? (Cut to him.)

Spike: (with a groan, fingering facial hair) She didn’t go for the mustache. (Zoom out as she walks over.)

Twilight: You know, Spike, that mustache has nothing to do with who you really are. Maybe you should just try being yourself.

Spike: Or…maybe the mustache wasn’t enough. Maybe if I had a mustache and a beard.

Twilight: (groaning) Not this again!

(Cut to the library exterior and zoom out slowly.)

Spike: (from inside, fading out) Okay. Imagine me with a nice long Fu Manchu-type beard. Or maybe a goatee…oh, no, a soul patch!

(The rest of his words become inaudible as the view fades to black.)


DRAGONSHY

Written by Meghan McCarthy

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a long shot of a large sod-roofed cottage situated just beyond a small brook, with Fluttershy standing on the bridge that spans it. Birdhouses hang from every branch of a nearby tree, with others mounted atop a shrub and among the roof sods. Rabbits and other cute critters run free over the grounds, and a henhouse stands behind the structure. This is the first time that Fluttershy’s house has been seen on camera. It is daytime.)

(Picking up some fish in her mouth from a handy basket, she jumps into the brook. Under the bridge is a tunnel dug into the earth, with a small dock at its mouth. As she wades past, she tosses two more fish onto the dock and a pair of ferrets emerge to retrieve them. Next, she flies up to a few birds nesting in a tree and spits a mouthful of worms to them; it takes her a second to clear the taste from her mouth, and she blushes before dropping to the ground. Here, a small house has been set up for her rabbit Angel, who is chewing on a carrot. A wooden sign in this same shape hangs above the door.)

Fluttershy: Not too fast now, Angel bunny. (Close-up of him; she continues o.s.) You wouldn’t want to get a tummyache.

(His happy appetite evaporates in a flash, and he gives her annoyed look and drops the carrot, wiping his paws to show he wants no more. Fluttershy is briefly taken aback, then laughs a bit.)

Fluttershy: You really should eat more than that, don’t you think? (It hops away; she grabs the carrot in her teeth.) It’s not playtime yet!

(Overhead view of Angel, with Fluttershy flying to overtake him; at ground level, the rabbit stops short as she lands and sets the food down. No soap.)

Fluttershy: I know you want to run, but… (Close-up of him; she continues o.s.) …just three more bites. (Head shake.) Two more bites? (Again; she pushes it closer.) One more bite? (leaning into view) Pretty please?

(Angel’s reaction to this entreaty is to kick the carrot away and hop back the way he came. Her sigh is answered by his cough.)

Fluttershy: Oh! (She flies to Angel, who looks intently up o.s.) Goodness! Are you okay? (Cough.) Are you coughing because there’s a carrot stuck in your throat? (Louder.) Because you need some water?

(Even louder cough, sounding like someone who has smoked two packs a day for a decade. The cute little white rabbit lifts Fluttershy’s chin to aim her eyes in the direction he has been looking. Cut to a long shot of the problem: a plume of thick black smoke issuing from a distant mountain peak. A gasp from the o.s. pegasus; she then stands up into view. On the next line, she turns 180 degrees to take in the extent of the pollution wafting toward Ponyville, the camera panning to frame it.)

Fluttershy: Because of that giant cloud of scary black smoke?

(She gets a carrot to the back of the head; cut to Angel on the ground, fed up at her previous obtuseness.)

Fluttershy: (from o.s.) I’ll take that as a… (Cut to her.) …yes.

(Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a long shot of Ponyville and the leading end of the black plume. Cut to the park, where ponies are enjoying the fine weather.)

Fluttershy: (from o.s.) Help! (galloping into view) Help! Please? Help? There’s…there’s a horrible cloud of smoke! It’s headed this way and—

(She completely fails to get even one pony’s attention, and ducks with a cry to avoid a ball that comes flying at her. Before it can hit the ground, Rainbow Dash flashes in and starts bouncing it up off her forehead and rump.)

Rainbow: Don’t be such a scaredy pony. It’s just me, future Equestria ball-bouncing record holder. (Pinkie Pie arrives to watch.) Two hundred forty-six, two hundred forty-seven…

Pinkie: This calls for a celebration! (She zips away; the smoke reaches the park.)

Fluttershy: Oh, no, Pinkie Pie, this is no time for celebration. This is a time for panic, for— (Pinkie pops up.)

Pinkie: Ooh! I’m gonna need balloons! (hopping away) One for everypony in Ponyville!

Fluttershy: (following her) There’s…there’s smoke, and…and where there’s smoke, there’s fire, and—

(Pinkie hits the brakes with no warning, so that Fluttershy rams into her and is briefly knocked silly.)

Pinkie: Let’s see.

(Her perspective, panning across the park; she points around while counting off.)

Pinkie: That’s one, two, three, four, five, six… (Stop on Rainbow.)

Rainbow: (under end of previous) …two hundred fifty-four, two hundred fifty-five…no, wait…

(Pinkie rushes into view to count her as well, causing the ball to miss Rainbow’s head and land under her wing.)

Pinkie: …seven… (Exasperated sigh from Rainbow.)

Rainbow: Pinkie Pie, now I have to start over! (Fluttershy joins them.)

Fluttershy: We’re all gonna have to start over, in a new village— (Rainbow takes off.) —’cause ours is gonna be— (Close-up of her.)

Pinkie: (from o.s.) Hey, Rainbow Dash, wait up! (Zoom out from her through the happy ponies.)

Fluttershy: Oh, please, this is an emergency. I need everypony to—

Twilight Sparkle: (from o.s.) LISTEN UP!

(Cut to her on a bridge over the stream running through the park, with Spike on her back, and zoom in.)

Twilight: Smoke is spreading over all of Equestria! (Back to the crowd; shocked reaction.)

Fluttershy: (jumping into view in distance) That’s what I’ve been trying to—

Twilight: (from o.s.) But don’t worry. (Cut to her and pan to the crowd.) I’ve just received a letter from Princess Celestia informing me that it is not coming from a fire.

Fluttershy: Oh, thank goodness.

Twilight: (from o.s.) It’s coming from a dragon!

(The mild-mannered pegasus sucks in a gasp that would inflate a small blimp as her eyes pop.)

Fluttershy: A…d-d-d-dragon?

(Dissolve to the exterior of the library, under a sky that has darkened under the spreading smoke. Zoom in slowly.)

Applejack: (from inside) What in the name of all things cinnamon-swirled is a full-grown dragon doin’ here in Equestria?

(On the second half of this line, cut to Twilight inside, studying book from a stack; rolled-up documents rest nearby. She closes the book with her magic and sets it aside.)

Twilight: Sleeping.

(Pan to her five friends, none of whom can believe their ears.)

Others: Huh?

(Close-up of her saddlebags standing on the floor; she magically opens one and packs a book into it as she continues.)

Twilight: (from o.s.) According to Princess Celestia, he’s taking a nap. (Back to her.) His snoring is what’s causing all this smoke. (To Applejack, Pinkie, and Rainbow.)

Pinkie: He should really see a doctor. That doesn’t sound healthy at all.

Rarity: Well, at least he’s not snoring fire. What are we meant to do about it?

Rainbow: (from o.s.) I’ll tell you what we’re meant to do. (Cut to her, hovering a few feet up.) Give him the boot! (kicking the center table’s horse-head bust) Take that!

(A spell from Twilight balances it before it can topple.)

Rainbow: And that!

(She rushes at it, but misses due to Twilight’s last-second levitation. A thud from o.s.; it goes back on the pedestal, and Rainbow is seen sprawled upside down against a wall.)

Twilight: We need to encourage him to take a nap somewhere else. (as Rainbow gets up) Princess Celestia has given us this mission, and we must not fail. (The speedster stands to attention and salutes.) If we do, Equestria will be covered in smoke for the next one hundred years.

(Cut to Fluttershy on the end of this; she recoils in horror with a gasp, and the camera pans to Pinkie and Rarity.)

Rarity: Hmph! (to Pinkie) Talk about getting your beauty sleep.

Twilight: (from o.s.) All right, everypony. (Her saddlebags close.) I need you to gather supplies quickly.

(The bags rise off the floor and settle on her back.)

Twilight: We’ve got a long journey ahead of us. (The others gather around her.) Let’s meet back here in less than an hour.

Rainbow: (looping in air, throwing hooves around Pinkie’s, Rarity’s necks) Okay, girls, you heard her! The fate of Equestria is in our hooves! Do we have what it takes?

(Applejack, Pinkie, and Rarity rear up and voice their own affirmative responses. As they hustle out the door, Rainbow joins them—but Fluttershy hangs back.)

Fluttershy: Um, actually…

(Wipe to Rainbow’s cloud house. She flies to one of the rainbow ponds at its edge, from which a waterfall trickles toward the ground, and daubs a stripe of the material under each narrowed eye. Throwing a defiant growl and fierce grin toward the camera, she is framed in a letterbox shot, with her shadow superimposing itself several times behind her. Freeze frame.)

(Quick pan to a fullscreen shot of Sweet Apple Acres. The four local members of the Apple family—Applejack, Apple Bloom, Big Macintosh, Granny Smith—are gathered around a pair of open saddlebags on the ground. As the camera zooms in, Bloom drops in a bottle of apple juice, Granny pulls one bag closed with her teeth, and Macintosh loads them onto Applejack’s back with some effort. Once the blond pony straightens up under the weight, she rears up and leaps sideways with a yell. Letterbox freeze frame, as before.)

(Quick pan to a fullscreen shot of Sugarcube Corner, from which Pinkie emerges wearing her own saddlebags, a pair of sunglasses, and a big goofy grin. One bag pops open, scattering un-inflated balloons everywhere; she giggles for a second, then catches herself.)

Pinkie: Oh, I mean… (striking tough rear-legged pose) …grrrr!

(Letterbox freeze frame, as before. Quick pan to the Carousel Boutique, then zoom in quickly and cut to Rarity inside. She has put on a camouflage Army helmet, with a few leaves and branches attached to improve the disguise, and carries her saddlebags in her teeth. After catching her reflection in a mirror, she drops the bags and zips back to it, disgusted.)

Rarity: Ewwww!

(Off she goes, returning a moment later with new headwear: a broad-brimmed hat, still done in camo colors but with a long pink plume instead of the branches.)

Rarity: Much better. Onward!

(Letterbox freeze frame, as before. Quick pan to Fluttershy’s cottage, zooming in on the front door whose top half is open. She nudges the bottom half open and steps out, wearing a football helmet, a baseball catcher’s chest protector, an inner tube around her midsection, and “floaties” on all four legs. The top half swings shut, scaring a little whimper out of her. Letterbox freeze frame, as before.)

(Cut to a letterbox screenful of black smoke, with images of the five freeze-frames dropping in from right to left to tile in the view.)

Applejack: Let’s go! (All but Fluttershy zip away.)

Fluttershy: Um…let’s not?

(She crouches down and goes into a whimpering shiver as the five strips slide away up and down. Tilt down to frame Twilight, walking down the line to review the troops; they have done away with all except the saddlebags.)

Twilight: All right, girls, listen up. I’m mapping out the fastest route, but we’ve all got to keep a good pace if we expect to make it up the mountain by nightfall. (Fluttershy falls out of line.)

Fluttershy: (shuddering) Mountain?

Twilight: (pointing to the peak) The dragon is in that cave at the very top. (Cut to Applejack and Rainbow.)

Applejack: Looks pretty cold up there.

Rainbow: You bet it is! The higher you go, the chillier it gets. (Pan to Rarity.)

Rarity: Good thing I brought my scarf.

(A quick dig in her saddlebag brings one up, striped in two shades of pink.)

Pinkie: Ooh, pretty! (Rarity settles it around her neck.)

Rainbow: (laughing sarcastically) Oh, yeah. That’ll keep you nice and cozy.

(Zoom in on a visibly unsettled Fluttershy as she finishes. A glance up at the dizzying, fume-choked summit prompts one hard swallow from her. Twilight takes no notice, levitating a map from her bag and studying it when the camera cuts to behind her.)

Fluttershy: (from o.s.) Um…excuse me, Twilight? (Head-on view of both.) I know you’re busy, but—

Twilight: (not paying attention) Uh-huh. Well, we could go this way.

Fluttershy: —but if I could just have a second—

Twilight: Uh-huh. No, we want to avoid that.

Fluttershy: So, um, I was thinking that, um, maybe I should just stay here in Ponyville.

Twilight: Uh-huh.

Fluttershy: (brightly, walking o.s.) Oh! Good. I’ll stay here and—

(Only now does the fearless leader realize what Fluttershy is talking about.)

Twilight: Wait! You have to come. (Pan to the exiting Fluttershy, putting her o.s.) Your way with wild animals will surely come in handy.

Fluttershy: I don’t think I— (The top of Spike’s head crosses before her.)

Twilight: (from o.s.) Oh, and don’t worry about your little friends in the meadow. (Tilt down; several have come with him.) Spike’s got it covered while you’re gone.

Spike: You can count on me.

(Angel pops up on his head and gives it a good thumping with one leg, scaring all the other critters away.)

Spike: (running after them) Hey! Hey! Wait! (Twilight rolls up the map and stows it.)

Fluttershy: I don’t really think he’s up to the task. (Twilight walks off.) Maybe…but…but… (Tiny little whimper; Rainbow takes Twilight aside.)

Rainbow: Are you sure you want Fluttershy to come along? I mean, that pony’s afraid of her own shadow. She’s just gonna slow us down.

Twilight: Oh, she’s just a little nervous. Once we get going, I’m sure she’ll be fine.

(A yelp from the scaredy pony draws their attention; a close-up and quick zoom out from her trembling face reveals that Rainbow’s words were exactly on point. Fluttershy dives into a bush to get away from her shadow and peeks out as Rainbow gives the unicorn a “told you so” look. The other three supporting players are ready to go; Rarity has put her scarf away, and Pinkie is blowing up a balloon.)

Twilight: (from o.s.) All right, girls!

(The balloon slips out of Pinkie’s mouth and veers around as it deflates, finally landing on her head.)

Twilight: Move out! (They do so, straight toward Fluttershy—now out of the bush.)

Fluttershy: But…but…

(She gets caught up in the small-scale stampede and is carried screaming toward the mountain. Tilt up to its murky peak and snap to black.)

Act Two

(Opening shot: fade in to the mountain peak, which trembles as a low, guttural noise is heard. Imagine the world’s largest Evinrude outboard motor, scaled up by a factor of several thousand, and in desperate need of a tune-up. Smoke boils out; cut to an overhead view of the six, Rainbow hovering overhead and Fluttershy diving behind Applejack with a panicked gasp.)

Rainbow: Whoa! What was that? (Long shot of them on the mountain’s grassy foot slopes.)

Twilight: That is what it sounds like when a dragon snores. (Fluttershy peeks up.)

Fluttershy: It’s…it’s so…

(Her perspective of the near-vertical ascent, tilting up to frame the peak.)

Fluttershy: (very small voice) …high. (Rainbow leans in.)

Rainbow: Well, it is a mountain! (turning to face upward) I’m gonna fly up there and check it out.

(She tries to do so on the end of this line, but Applejack’s favorite grab-the-tail-in-the-teeth move stops her. Cut to them; she lets go.)

Applejack: Hold on now. I think we should all go up together. (The other four; she continues o.s.) Safety in numbers and all.

Rainbow: (sulkily) Oh, all right.

(The scenery dissolves around her to a stretch of rock face; zoom out to show her glumly winging her way up a slope as all others but Fluttershy muscle ahead on leg-power. The camera works its way back to frame Rarity on the next line, as well as Twilight in the rear, who studies her map before rolling it up.)

Rarity: I hear the only thing that sparkles more than a dragon’s scales are the jewels they use to build their nests. (Long shot of the five ponies.) Ooh! If I play my cards right, I might be able to convince him to part with a few! (She and Pinkie stop.)

Pinkie: (scratchy voice) Welcome to my cave, Rarity! Care for a diamond?

(The pink joker’s jape irks Rarity for a moment until she growls, prompting a round of laughter from all but Twilight.)

Twilight: Girls! (All silent.) This is no laughing matter! (Close-up.) Fluttershy, you’re the expert on wild creatures. What do you think the dragon will be like?

(Getting no response, she stops to look around, as do the other three land-bound travelers.)

Twilight: Fluttershy? (Rainbow looks down.)

Rainbow: Hey!

(Cut to her perspective of the mountain’s foot; Fluttershy peeks out behind a bush.)

Rainbow: What are you waiting for? (The entire group.) An invitation?

Pinkie: Ooh! (ducking away) I think I have one in my bag!

(She instantly comes up with one in her teeth, releasing a burst of confetti, streamers, balloons, and noise that scare the daylights out of the pegasus and do little for Rarity’s mood.)

Fluttershy: It…it’s so…so…steep.

Rainbow: Well, it is a cliff! You could just…oh, I don’t know…fly up here?

Pinkie: Come on, Fluttershy, you can do it! (waving a hoof) Flap those wings!

Fluttershy: Oh…okay.

(With her eyes squeezed shut, she starts flapping and is soon at eye level with the rest of the group. She then commits a variation on the classic fear-of-heights mistake by looking up instead of down, just in time for another of the dragon’s rumbling snores. Both wings snap tight against her body out of sheer terror, and all four hooves flail against nothing before she drops back into the bushes like a yellow brick. Rainbow groans in disgust, covering her eyes; on the ground, Fluttershy strains hopelessly to unfurl her wings, while Twilight and Applejack watch from up the hill.)

Twilight: (groaning) We don’t have time for this! (Applejack pulls out the map with her teeth.) What are you doing? (Answer: studying it.)

Applejack: I’ll need this if I’m gonna take her around the mountain another way. (Loud groan from Rainbow.)

Rainbow: Around the mountain?

(Applejack bolts downhill; cut to her as she slides along.)

Rainbow: (from o.s.) That’s gonna take them forever!

 (Just after the earth pony reaches the pegasus, another snore from the leviathan shakes the mountain and causes the latter to go over on her back in a stiff-legged, wide-eyed faint. A goat’s bleat is heard as she topples; Applejack addresses herself upward.)

Applejack: Don’t worry, Twi. (Cut to Twilight; she continues o.s.) We’ll be there lickety-split.

(The unicorn’s concern deepens as she turns her gaze to the foul black stream advancing steadily over the hills. Dissolve to a tic-tac-toe game drawn in the dirt. Rarity’s nose is barely visible at left; across from her, Pinkie leans down to draw an O in the only open square with hers, winning the game. Zoom out to frame both of them and Twilight, who paces in the distance; the ground is covered with other games, and they are on a plateau.)

Pinkie: Woo-hoo! I win again! (Disgusted sigh from Rarity.)

Rarity: That’s thirty-five games in a row. (smiling) Best of seventy-one?

(As Twilight and Rainbow keep a lookout, they hear panting in the distance and soon see Applejack coming up around a bend. She has tied Fluttershy’s tail into a loop and slung it around her forehead to drag the still-frozen pegasus up the trail.)

Applejack: We…made…it. (She collapses; Rainbow is now hovering upside down.)

Rainbow: (to Twilight) Told you it was gonna take them forever.

(Twilight has no answer for this. Wipe to an overhead shot of the group; Pinkie is well ahead of Fluttershy, who still either cannot or will not move under her own power and is being pushed by Applejack. The pink tail is no longer looped back on itself. Farther ahead of these three, Rarity is slightly behind Twilight, while Rainbow soars over them all. In close-up, the three walking leaders check the map, which Twilight magically rolls up and puts away after a moment. They stop short, finding themselves at the edge of a dropoff; Rainbow gallops up and easily leaps the gap with a little help from her wings. Twilight is next, then Rarity, but Fluttershy can only swallow hard and stare across at the others, now joined by Pinkie.)

Twilight: Your turn, Fluttershy.

Fluttershy: But…it’s so… (turning head away) …wide.

Twilight: (impatiently) Come on, Fluttershy! We should be much farther along by now.

Applejack: (encouragingly) You could just leap on over. (Fluttershy peeks past the edge.)

Fluttershy: I…

(A fresh snore and billow of smoke cut her off; she yanks her head back and curls into a shivering little ball.)

Fluttershy: I don’t know.

(Both Twilight and Applejack shake their heads disappointedly, but Pinkie is her usual cheerful self.)

Pinkie: There’s nothing to be afraid of! (jumping to edge) It’s just a hop, skip, and a jump!

(And with one nimble bound, she is back on Fluttershy’s side.)

Soft-shoe piano intro, then fast 4 (C major)

Pinkie: See?

It’s not very far, just move your little rump

                You can make it if you try with a hop, skip, and a jump

(She adds a shake of her hindquarters to make the point before leaping across.)

Music pauses

Twilight: We don’t have time for this!

Music resumes; steadily increasing tempo (as Pinkie jumps back and forth)

Pinkie:                A hop, skip, and a jump, just move your little rump

                A hop, skip, and a jump, a hop, skip, and a jump

                A hop, skip, and a jump, a hop, skip, and a jump

                A hop, skip and a jump

(Fluttershy’s eyes flick back and forth to follow the performance, which ends with Pinkie back on the far side, and she finally smiles and stands up.)

Song ends

Fluttershy: Okay…here I go. (doing motions slowly) A hop… (Next three lines overlap.)

Applejack: That’s it.

Twilight: You got it.

Rarity: Almost there.

Fluttershy: Skip… (She skips over the edge, eyes closed.)

Twilight: Just don’t look down!

(During this line, cut back to Fluttershy, who opens her eyes and makes exactly that mistake. Cut briefly to her perspective of the empty space beneath her hooves, her vision blurring out of sheer panic as she begins to take the big dive. The camera cuts to a close-up of her; there is barely time for her to get out one tiny moan before she suddenly stops dead. When the camera zooms out, she is seen to have one pair of splayed hooves on each edge of the gap—which is, in fact, barely more than one pony wide. While Twilight manages the best smile she can at the weak humor of the situation, Rainbow claps a hoof to her face with a groan and flies over to push Fluttershy across. Pinkie and Rarity assist with a little pulling action, which ends with a thud and both pegasi lying in a heap before the other four ponies.)

Fluttershy: I guess I forgot to jump.

(Wipe to yet another section of the trail leading up this craggy mountain and tilt down slightly to frame the group making headway. Cut to a slow pan along the rock wall lining one side.)

Twilight: (from o.s., softly) Let’s keep it down. (Cut to her and Applejack.) According to my map, we’re entering an avalanche zone. The smallest peep could cause a huge rockslide.

(Very unsettling news for the other five, who stop in their tracks—or above them, in Rainbow’s case.)

Fluttershy: An…an ava…ava…

Twilight: Shhh!

(They move ahead, taking care to put their hooves down as lightly as possible. Rainbow brushes through some leafy branches as she flies along, causing a couple of leaves to drop loose and zigzag slowly toward the ground. One of them makes the barest contact with Fluttershy’s rump, but it is more than enough to set her off.)

Fluttershy: AVALAN—

(Applejack silences her with a hoof over her mouth, and all glance nervously around as the echo of her cry dies away, the camera backing up in steps. When it has nearly faded out, all sigh in relief—and then the terrain begins to shake and rumble. A few pebbles clatter down from above, replaced by larger rock fragments in very short order.)

All: (from o.s.) AVALANCHE!!

(Pandemonium, with Twilight sprinting out from beneath a falling boulder, Rarity doing a serpentine through other slabs, and Applejack  leaping across their tops only to hit a freshly landed one face first. In midair, Rainbow uses a few of her tricks to stay ahead of the collapse.)

Twilight: (looking behind herself) Oh, no! Help!

(The apple farmer dives across to plow her out of a tumbling rock’s path, and another one lands just in front of the camera to black out the screen.)

(Fade in to a cloud of dust, which clears to reveal five badly shaken ponies coughing the last of it out of their lungs. The rockslide has left a broad mass of stone and earth across the trail, almost completely blocking it.)

Applejack: Oh, my! (Coughing stops.) Everypony okay?

Twilight: Thanks to you, I am.

(Fluttershy pokes her head out of some collapsed dirt. Pan from her to Pinkie, bouncing happily in place, and a very filthy and discomfited Rarity.)

Rarity: Ugh. (She shakes herself clean, transferring dirt to Pinkie.)

Pinkie: Woo-hoo! Let’s do it again!

Rarity: (sighing disgustedly) This is why a girl always packs extra accessories.

(She whips her scarf out of her saddlebags and puts it on in a close-up, then eyes her gear with concern.)

Rarity: Oh, please tell me I brought the tiara that goes with this. (Zoom out; Rainbow hovers before her.)

Rainbow: Uh, think we got bigger problems than making sure our hair bows match our horseshoes!

(A longer shot reveals that she is referring to the landslide on the trail, which has left only a narrow path open along the edge. Fluttershy lets off an almost inaudible sigh; Pinkie is now clean again.)

Fluttershy: Sorry.

Applejack: (forcing a smile) Aw, no big whoop, sugar cube.

Twilight: Yeah! We’ll just have to… (Reality sets in; her face falls and she sighs resignedly.) …climb over.

(They begin to do so most unwillingly. Dissolve to a patch of this new and unforgiving terrain; Fluttershy slips for a moment, and the camera tilts up to frame an exasperated Rainbow winging it overhead. A wipe changes the view to the other side of the fall, where Twilight jumps down onto the trail, followed by Rainbow’s swoop. The sound of Fluttershy’s struggles floats down to them; farther up the way, she is trying to keep herself upright on the loose earth. One misstep sends her sliding down into Rarity, who in turn knocks over Applejack; a cloud of dust, and all three are in a pile at the bottom. Rainbow grabs one of Rarity’s hooves and starts to pull her free.)

Rarity: My apologies.

Rainbow: (bitterly, eyes aimed at Fluttershy) Not your fault.

(The hapless pegasus gets out a choked little whimper as the ace flyer passes, giving her a very hairy eyeball. Cut to the group, now just short of a ledge on which the mouth of a cave can be seen. Twilight has the map open and floating in front of her, but rolls it up and stows it after a moment.)

Rainbow: Still think it was a good idea to bring Fluttershy along?

Twilight: We’re about to find out.

(They stop. Cut to the cave mouth and zoom out; the group has reached it, and the smoke is pouring out.)

Twilight: We’re here.

(Fade to black.)

Act Three

(Opening shot: fade in to the six at the cave mouth. Twilight thinks hard for a moment, then composes herself and turns to Rainbow, keeping her voice down until further notice.)

[Animation goof: Inconsistencies in the saddlebags—some ponies still have them, others do not. This continues throughout the scene.]

Twilight: Rainbow Dash, you’ll use your wings to clear the smoke.

Rainbow: Mmm-hmm.

(She goes into a crouch and takes off straight up into the haze.)

 Twilight: Rarity and Pinkie Pie, you’ll create a diversion to distract the dragon if things get a little hairy in there.

(Pinkie zips away, leaving Rarity to gape after her; she comes up with a rubber chicken and swings it back and forth in her teeth, holding it by the head as if she were a fox raiding the henhouse. The spectacle leaves both Rarity and Twilight at a total loss for words.)

Twilight: Applejack, you’re ready with the apples in case he decides to attack.

(During this line, cut to Applejack, who has two apples in her mouth. She flips them backwards overhead, then delivers two one-legged bucks that propel them straight toward a nearby tree. They splatter against the trunk on impact, and she throws a fierce smile to the camera.)

Twilight: (pacing before others; Rainbow has rejoined them) But it shouldn’t come to that, because Fluttershy will do what she needs to do to wake him up. And between the two of us, we should be able to get him to understand why he needs to go. Is everypony ready?

(Four out of five indicate that they are; the fifth is scared out of her wits and crouched almost low enough to be a throw rug.)

Twilight: Okay, then. We’re going in!

(She slowly enters the cave. Cut to a close-up of her on the move, seen from the legs down; during the next line, cut to frame all of her.)

Twilight: So, what is the best way to wake up a sleeping dragon without upsetting him? (She stops and looks around.) Fluttershy?

(A look back toward daylight tells her that she is the only pony in the cave at the moment; she starts back out.)

Twilight: (fed up) Oh, come on!

(Wipe to Fluttershy, who has gone beyond a terrified crouch to literally burying her head in the sand—or dirt, as the case may be. Twilight walks up and resumes her normal speaking volume.)

Twilight: Come on! (Grab wing in teeth; pull her out.) We have to do this! (Head-butt her from behind.) Now!

(Rainbow gets into the act, bumping Twilight from behind to drive her into Fluttershy again.)

Twilight: Every… (Cut to Rainbow, shoving; she continues o.s.) …second longer that dragon… (Rarity pushes on Rainbow.) …sleeps is another… (Applejack shoves Rarity.) …acre of Equestria that is covered in…

(On the end of this, cut to a close-up of Fluttershy’s front hooves, which she has dug in to hold her position. The camera then shifts to frame all five.)

Twilight: …smoke!

(Pinkie, the only one missing from this tableau, does her pony-cannonball act and slams into Applejack’s back. Head-on view of the recalcitrant pegasus.)

Fluttershy: I… (Five heads pop out behind her.) I…I can’t go in the cave. (All keel over with disgusted groans.)

Rainbow: Oh, great. She’s scared of caves now, too.

Fluttershy: I’m not scared of caves. I’m scared of— (Soft mumble.)

Applejack: What’s that, sugar cube?

Fluttershy: I’m scared of— (Another mumble.)

Twilight: What?

Fluttershy: (hastily, full volume) I’m scared of dragons!

(The one in question sounds off again, letting off a fresh belch of smoke that fills the screen. Fluttershy’s cry is heard from within; when the view clears, all six have a brief coughing fit. Fluttershy has taken cover behind Applejack.)

Twilight: But, Fluttershy, you have a wonderful talent dealing with all kinds of animals.

Fluttershy: Yes, because they’re not dragons.

Rainbow: Oh, come on! We’ve seen you walk right up to a horrible manticore like it was nothing.

Fluttershy: Yes, because he wasn’t a dragon.

Pinkie: Spike is a dragon. You’re not scared of him.

Fluttershy: Yes, because he’s not a huge, gigantic, terrifying, enormous, teeth-gnashing, sharp-scale-having, horn-wearing, smoke-snoring, could-eat-a-pony-in-one-bite, totally all-grown-up dragon.

(During this line, the camera backs up in several steps to frame the entire group, the ridge on which the cave is situated, and finally the entire smoggy peak—which rumbles with another snore and blast of smoke. Back on said peak, Fluttershy has folded herself so flat that she could win any limbo contest known to man or pony, and is shuddering mightily in front of Twilight.)

Twilight: But—if you’re so afraid of dragons, why didn’t you say something before we came all the way up here?

Fluttershy: I was afraid to. (Rainbow groans, hoof to face; Applejack nudges Fluttershy up.)

Applejack: All of us are scared of that dragon.

Rainbow: I’m not!

Applejack: Almost all of us are scared of that dragon. But we’ve got a job to do. So get in there with Twilight and show her what you’re made of.

(During this line, cut briefly to inside the cave, the camera pointing out at the two. The next shot is from her perspective, panning across the others.)

Fluttershy: I…I… (Back to her.) I just…can’t. (She turns away and starts down the trail.)

Twilight: (from o.s., softly) Oh, Fluttershy…

(Zoom out to frame the others, then fade to black.)

(Fade in to the interior of the cave; Twilight has again ventured in alone, the camera panning to follo as she speaks. The movement exposes a portion of something very large, scaly, and red, curled around a stalactite.) 

Twilight: (resolutely) I’m going in! He probably just doesn’t realize what he’s doing…right?

(Quick pan back to the entrance, where all but Fluttershy poke their heads around the edge to voice encouragement. After they duck away again, Twilight throws a cocked-eyebrow glance their way and continues on, having lost most of her bravado. Now she passes more of the red body and a sizable pile of gold coins and jewelry.)

Twilight: (softly) Mr. Dragon?

(She bumps into a large protrusion and stops short, her eyes narrowing to points as they angle upward for a better look. A long shot reveals that she has found the dragon in question, and it is a massive humdinger: red scales covering the body, pink head spines and ridges over the eyes, bat-wing ears, gigantic beak-like snout—whose tip she ran into—with smoke issuing from both nostrils as it sleeps. The pile of treasure is large enough to serve as its bed. Twilight gathers her nerve and raises her voice just a bit.)

Twilight: Excuse me. (It shifts a bit, exposing pale yellow underbelly.) Mr. Dragon?

(A scratch at the area, a feral yellow-orange eye pops open, and the thing stares her down as the camera quickly zooms out from both.)

Twilight:  Oh! Good. You’re awake. Please allow me to introduce myself. My name is Twilight— (Huge smelly yawn into her face.) —ugh! (covering nose with hoof) —Sparkle, and my friends and I are residents here in Equestria.

(Close-up of the dragon’s eye on the end of this; it narrows in anger, and the camera cuts to the four at the entrance. Pinkie waves enthusiastically. The tone of Twilight’s sigh and next words indicates that she has lowered her hoof.)

Twilight: (from o.s.) Ponyville, to be exact. (Back to her and the dragon; zoom in slowly.) We’ve come here to ask that you find another spot to take your nap. It’s just that you seem to be doing an awful lot of snoring, and every time you do, you send out a terrible cloud of smoke.

(It does exactly that, throwing her into a brief coughing jag.)

Twilight: Equestria simply can’t survive a hundred years in a dark haze. You understand…don’t you?

(The beast straightens up and stretches, giving itself another scratch for good measure.)

Twilight: So you’ll find another place to sleep?

(It flops down again and instantly zonks out with a new, screen-filling smoke cloud. Twilight’s cough is heard within it and continues as the camera cuts to the entrance, where she emerges. Another blow washes over all of them, with predictable effects on their lungs.)

Rainbow: So much for— (Cough.) —persuading him.

Applejack: Now what? (Rarity trots up and clears her throat.)

Rarity: Obviously this situation just calls for a little pony charm. Allow me, girls.

(In she goes; cut to her, now in front of the dragon.)

Rarity: (cheerfully) I’m so sorry to interrupt! (It wakes up; she clears her throat.) But I couldn’t possibly head back home without mentioning what handsome scales you have.

(Close-up of the spines standing up from the tough crimson hide, then cut back to Rarity on the start of the next line. She is taking a closer look at a pearl necklace with a large jeweled pendant.)

Rarity: (dismissively) And those scales have to be hidden away in some silly cave for a hundred years?

(By the time she finishes, the bauble has wound up around her neck. The creature grunts as if mulling this over, then leans down toward Rarity, who has donned a couple of bracelets and a crown in addition to the necklace. She turns on the charm again.)

Rarity: Personally, I think you should skip the snoozing and be out there, showing them off. Hmm. (Cut to it, preening itself; she continues o.s.) Obviously I would be more than happy to keep an eye on your jewels while you’re gone. (Chuckle.)

(All the spines snap erect as the vicious teeth grind together—it has figured out her plan—and it scoops the entire hoard out of reach with a snarl. Rarity’s next move is to bail out of both the cave and her pilfered finery, the latter being snatched up before it can hit the ground. Wipe to her, forelegs propped on a rock outside and looking very displeased at her failure.)

Rarity: (holding front hooves close together) I was this close to getting that diamond.

Twilight: You mean “getting rid of that dragon”?

Rarity: Oh, yeah, sure. (A party favor sounds off o.s.)

Applejack: (from o.s.) What in tarnation?

(The source turns out to be Pinkie, who has put on an outfit consisting of the following. A bunch of balloons tied to her tail; swim fins on all four hooves; a gift box enclosing her entire body and upper legs and tied with a polka-dotted ribbon; a two-color balloon animal tied around her forehead; the sunglasses she wore while getting ready; and the noisemaker. Applejack and Rarity stare in total disbelief and are soon joined by Rainbow.)

Rarity: Darling, you look ridiculous!

Pinkie: Exactly! (waddling into cave) Sharing a laugh is a sure-fire way to get someone on your side. (now in) Hi!

(A swift pummeling is heard from within, accompanied by the sound of deflating balloons, and Pinkie emerges a moment later—her getup trashed and with only one survivor on her tail.)

Pinkie: Apparently he doesn’t like laughing—or sharing.

Rainbow: All right, that’s it!

(Her perspective, panning from Twilight to Rarity to Pinkie.)

Rainbow: We’ve tried persuasion, charm, whatever it is Pinkie Pie does… (Sad little blow on the party favor; back to her.) …it’s time to stop wasting time! I’m going in! (She flashes into the cave.)

Twilight: Rainbow! (Cut to Rainbow; she continues o.s.) No!

(No effect; the headstrong charger reaches the dragon in a heartbeat and stares it down.)

Rainbow: Get…OUT!!

(One powerful mid-air buck sends both rear hooves square into the beaked snout. The dragon’s first reaction is to sneeze; its second is to get good and angry.)

Rainbow: (unnerved) Heh…sorry.

(Its third reaction is to let go with a roar that throws her all the way out of the cave, where she knocks into the other four still here like bowling pins. Pinkie has ditched the remains of her costume. Ponies and saddlebags tumble everywhere; as the five get themselves vertical, they scatter before the dragon’s emergence. An infuriated bellow sends smoke spewing over the five, now clutching at each other, and drives them back against a rock outcropping. When the view clears, they are lying dazed against it, and it cracks and falls apart to expose Fluttershy on the other side. She has not left the scene, but is merely hiding in the safest place she can find for the moment.)

(She looks up over the rubble, her jaw falling open once she sees the state her friends are in. Her attention shifts between the colossal dragon and the jumble of ponies; the blue-green eyes waver indecisively and close—and then open again as the brows draw down in steely determination.)

Fluttershy: How dare you? How dare you?!?

(She flies up to its level, landing on the snout and trotting up to stare it eye to eye as she continues. Her words have cowed the beast dramatically.)

Fluttershy: Listen here, mister! Just because you’re big doesn’t mean you get to be a bully! (Slow pan across the others; she continues o.s.) You may have huge teeth and sharp scales and snore smoke and breathe fire— (Back to her.) —but you do not, I repeat, you do NOT HURT MY FRIENDS!

(On each of these last three words, the camera jumps closer to her face, stopping on an extreme close-up of her eyes. It then backs up to frame all of her.)

Fluttershy: (levelly) You got that?

(Long pause, after which the dragon cowers away from her with a little whimper. Back to her eyes.)

Fluttershy: Well?

(Another long pause. Now the fiend speaks up in a deep, reverberating voice.)

Dragon: But that rainbow one kicked me.

 (Rainbow nods and smiles hugely. Now Fluttershy returns to her usual sweet tone of voice, but still with a bit of steel in it.)

Fluttershy: And I am very sorry about that. (Rainbow aims a puzzled look at the camera.) But you’re bigger than she is, and you should know better. You should also know better than to take a nap where your snoring can become a health hazard to other creatures.

Dragon: But I—

Fluttershy: Don’t you “but I” me, mister. Now what do you have to say for yourself? (Silence.) I said, what do you have to say for yourself?

(The dragon fights to keep its composure and loses, bursting into tears. Slow pan across the other five ponies, now upright again in the shower; Rarity worries about its effect on her mane, while Pinkie has donned an umbrella hat and is grinning her head off.)

Fluttershy: (tenderly; the tears stop) There, there. No need to cry. You’re not a bad dragon. (descending) You just made a bad decision. Now go pack your things. You just need to find a new place to sleep. (The others gather around her.) That’s all.

(Cheers and congratulations from the five. PP has put away her hat.)

Twilight: You did it! I knew you could do it!

(The view is momentarily obscured by the flapping of great red wings, and all six watch as the dragon takes its leave of the peak.)

(Dissolve to a street in Ponyville proper. Several pegasi are hard at work dissipating the sheet of black vapor to leave behind a normal sky. Once they finish, pan to the library.)

Spike: (panting, from inside) I said…

 

(Cut to Twilight’s bedroom loft; Angel bounds into view and climbs the bookshelves.)

Spike: (from o.s.) …come back here!

(He dives after the rabbit, but only succeeds in hitting the shelves headfirst. Angel reaches the top and tries to grab for the ceiling, but the baby dragon snatches a hind leg and hauls him down. Holding him at arm’s length, Spike walks across the room as Angel tries to deck him.)

Spike: How does Fluttershy put up with you furry little things?!

Twilight: (from o.s.) Spike? (Cut to her, facing up toward him.) Take a letter.

(He is only too pleased to do so, dropping Angel and pulling out quill and scroll.)

Spike: With pleasure! (Tilt down to Twilight.)

Twilight: (dictating) “Dear Princess Celestia: I am happy to report that the dragon has departed our fair country—”

(On the end of this, dissolve to her and Fluttershy walking in the street, with Rainbow flying nearby. Twilight smiles at Fluttershy.)

Twilight: (voice over) “—and that it was my good friend Fluttershy who convinced him to go.” (Dissolve back to her and Spike.) “This adventure has taught me to never lose faith in your friends.”

 

(Dissolve to a flashback: Fluttershy rising up from the broken rock to face the dragon.)

Twilight: (voice over) “They can be an amazing source of strength, and can help you overcome even your greatest fears.” (Dissolve back to her and Spike.) “Always your faithful student, Twilight Sparkle.” (A ball is heard bouncing outside.)

Applejack: (from outside) Twilight! You gotta come see this!

(Cut to outside one of the windows, the one with the hanging lantern. Twilight opens it and steps to the railing. The ball Rainbow was bouncing in Act One is at it again, and Applejack puts her head into view.)

Applejack: She’s just five away from a new pony record!

(Camera shift: Rainbow has the attention of the whole group, save for the absent Pinkie, working the ball off her head. Close-up.)

Rainbow: Three hundred forty-seven, three hundred forty-eight…

(A grating roar throws her off; the ball ricochets away, and she and her mane stand bolt upright.)

Rainbow: DRAGON!!

(She goes down, eyes wide open and all four hooves pointing stiffly upward just as Fluttershy did in Act Two. As before, the sound of a bleating goat is heard to accompany the freak-out. The other four ponies have a good laugh as she gets up.)

Rainbow: (still shaken) Why are you laughing? That awful dragon is back!

(Now Pinkie makes the scene, voicing the roar just heard.)

Rainbow: Pinkie Pie, you scared me! (Eyes pop.) I mean…uh…you…broke my concentration. (Pinkie trots off.)

Fluttershy: It’s okay, Rainbow Dash. Not everypony can be as brave as me.

(Down comes a leaf from the nearest branch. Rainbow blows it aside so that it touches down on Fluttershy’s rump, prompting her to keel over as before. Another round of laughter, with Twilight shaking her head before smiling and joining in. Fade to black.) 


LOOK BEFORE YOU SLEEP

Written by Charlotte Fullerton

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to the sun shining in a clear blue sky. The view is short-lived, however, as a pegasus maneuvers a gray cloud into view to partially block the light. Tilt down to ground level as others do likewise; in the town square, the area is littered with fallen branches, which are being picked up and carried away. One pegasus is breaking a few out of a tree. Pan to Applejack as she applies her teeth to the end of a suspended rope; there is a snap, and the other end drops to the grass, tied around a tree limb.)

(Farther along, Rarity levitates a broken bough upward and re-attaches it at the point where it came loose. She eyes it with great concentration.)

Rarity: Hmmm…hah!

(A burst from her horn; cut to the bough, whose leaves instantly style themselves into a pair of rearing-filly topiaries.)

Rarity: (from o.s.) Perfect!

(Up comes Applejack’s lasso to snag the end and snap the whole thing loose again. It lands in front of Rarity, who aims a disbelieving gaze as Applejack spits out the rope end. The workhorse is not in good spirits.)

Applejack: Just take the broken limbs down, Rarity. Don’t y’all care about nothin’ other than prettifyin’?

Rarity: Somepony has to. You are making an absolute mess of the town square, Applejack.

(Cut to a close-up of the debris and zoom out/tilt up to frame the two on the next line.)

Applejack: Yeah, well, the storm’s gonna make an even bigger mess if we don’t prune all these loose branches so they don’t tumble down on anypony.

Rarity: I simply cannot imagine—

(Cut to the gloomy gray expanse and pan across as pegasi move more clouds in to plug the holes and block the last of the sun.)

Rarity: (from o.s.) —why the pegasus ponies would schedule a dreadful downpour this evening and ruin what could have been a glorious sunny day. (Back to the pair.)

Applejack: (sighing) Think more practical-like, will you? (bucking the tree; more branches/leaves fall) They accidentally skipped a scheduled sprinkle last week, so we need a doozy of a downpour to make up for it, is all.

(The rain begins; pan to Rarity.)

Rarity: Oh, no! My wonderfully styled mane shall be ruined!

Applejack: You shoulda hurried up and finished the job already.

(The prissy unicorn cries out and tries to duck every raindrop that comes her way.)

Rarity: (between yelps) It’s coming down too fast! …Help me!

(Applejack looks to each side for shelter; cut to her perspective.)

Applejack: Uh… (Stop on a picnic table.) …there! Hunker down to your heart’s content whilst I finish things.

(Back to Rarity, who gallops across the square and skids to a stop by the table, which has a sizable puddle underneath. Tilt down to frame this in close-up during the next line.)

Rarity: Ooh! No, no, no! (Longer shot; Applejack has joined her.)

Applejack: What now?

Rarity: I’d prefer not to get my hooves muddy.

Applejack: (grunting disgustedly) There is just no pleasin’ you, is there? Everything’s gotta be just so.

Rarity: Well, and how does muddying my hooves serve any useful purpose?

Applejack: Y’all wouldn’t know useful if it came up and bit you.

Rarity: (laughing) That doesn’t even make any sense. (Pan from one to the other in turn.)

Applejack: Does so.

Rarity: Does not.

Applejack: Does so!

Rarity: Does not. (Zoom out to frame both, head to head.)

Applejack: Does so!

Rarity: Does not.

Applejack: Does so, infinity! Hah!

Rarity: Does not, infinity plus one.

(Demure chuckle, followed by the two ponies looking daggers at each other for a long, tense moment.)

Rarity: What say we go our separate ways before one of us says something she will regret?

Applejack: I reckon y’all are gonna say something you’ll regret first!

Rarity: On the contrary, I believe it shall most certainly be you who says something you will regret first.

Applejack: I’m not sayin’ anythin’!

Rarity: Nor am I!

Applejack: Y’all just be on your way, then!

Rarity: After you!

(They slowly back up and o.s. in opposite directions, neither taking her eyes off the other the whole time. A sudden crack of lightning, and they are back where they started with a cry of fear, hugging each other tightly and shaking.)

Rarity: Perhaps we should stick together for now and find some shelter.

Applejack: Uh-huh. Perhaps we should… (Long shot, zooming out through the intensifying storm.) …and fast!

(Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a stretch of thunderheads amid the downpour, then zoom out to frame the picnic table in a long shot. Applejack has taken shelter beneath it; cut to a close-up.)

Applejack: Nice and dry under here… (eyeing muddy hooves) …sorta. (Pan to Rarity, by the table.)

Rarity: Ugh! Unacceptable!

Twilight Sparkle: (from o.s., distant) APPLEJACK! RARITY! (Rarity looks toward the sound; Applejack soon emerges.) APPLEJACK! RARITY!

(They look toward the library, with Twilight standing at the open door and all the lights on.)

Applejack, Rarity: Twilight?

Twilight: Come inside, girls, quick!

(The two sodden ponies sprint across the open stretch of land. Rarity follows Twilight inside, but Applejack stops at the doorstep.)

Applejack: Whoa, Nelly. Is inside a tree really the best place to be in a lightnin’ storm?

Twilight: It is if you have a magical lightning rod protecting your home, like I do. Come on in!

Rarity: (sighing happily) We are most grateful for your invitation.

(She looks worriedly over her shoulder as Applejack steps in, muddy hooves and all.)

Applejack: Thank you kindly for your hospitality.

(Rarity stops her and points down, the camera zooming in on the four spattered appendages.)

Rarity: (from o.s.) Uh… (Back to the pair; she walks in.) …do be a polite houseguest and go wash up, please, won’t you?

Applejack: (snarling to herself) If I gotta spend one more second with that fussbudget Rarity today, I can’t be held responsible for what I’m gonna do!

(She steps out on the end of this line. Meanwhile, Twilight is in quite a perky mood.)

Twilight: Some storm, huh? The pegasus ponies sure have outdone themselves this time. I hope you and Applejack don’t have any trouble getting home.

Rarity: It may indeed be a problem.

Twilight: Well, you’re welcome to stay if need be. Spike is away in Canterlot on royal business. I’m home all alone tonight. (Happy gasp.) You and Applejack should totally sleep over! (clapping hooves) We’ll have a slumber party! I’ve always wanted one of those.

(The suggestion catches Rarity flat-hoofed for a second before she starts trying to put together something resembling a coherent response.)

Rarity: Oh!…goodness, uh, I do believe I have another engagement scheduled for this evening that completely slipped my mind until just now. (Fake chuckle.) Oh, silly me, I can’t possibly stay here all night… (under her breath) …with Applejack.

(Taking a quick look over the bookshelves, Twilight levitates one of the uppermost volumes from its resting place and down to her. The cover shows a couple of pillows. By the time it reaches the two unicorns and stops in front of Rarity, it has been opened.)

Rarity: (reading title) Slumber 101: All You’ve Ever Wanted to Know About Slumber Parties But Were Afraid to Ask.

Twilight: (proudly, happily) My own personal copy. It’s a fantastic reference guide. You should see the table of contents. I’ve been waiting for a chance to use it, and today’s the day! This is gonna be so great!

Rarity: Yes, uh…great.

(She manages the best polite laugh she can and cuts her eyes toward the front of the reading room. Quick pan to the window, through which Applejack can be seen wrestling with a garden hose; she eventually gets the water going only to have it spray her in the face and knock her hat off. Pan back to Rarity, who directs a pained look toward the ceiling, then dissolve to a close-up of Applejack’s sparkling-clean hooves crossing the room. However, she is now tracking water across the floor instead of mud. Tilt up to frame the rest of her as she stops and runs a satisfied eye over them, having recovered her hat. When she looks ahead, though, she pulls in a sharp gasp, her eyes going wide and her tail briefly standing up of its own accord. The scene has shifted to Twilight’s upper-story room, as evidenced by the top of the staircase visible behind her.)

Applejack: What in tarnation?

(Close-up of Twilight, who has a beauty treatment smeared on her face; Rarity reaches into view and slathers on some more. Pan to her, also with a faceful of the stuff, and zoom out to frame both. They are relaxing on pillows, and Applejack stands facing them in the foreground. During the next line, the camera shifts to frame a kitchen area behind the three.)

Applejack: Now wait just a goldarn minute. You make me wash the mud off my hooves, but it’s okay for y’all to have mud all over your faces?

Rarity: Silly, this is called a mud mask. It’s to refresh and rejuvenate your complexion. (Pan to Twilight.)

Twilight: (giddily) We’re giving each other makeovers! (Giggle; she levitates the book past herself.) We have to do it. It says so in the book. (The open tome reaches Applejack.)

Applejack: (reading title) Slumber 101: Everything You—

(She cuts herself off with a sudden grimace, then recovers her composure.)

Applejack: Oh, hey, heh. Would you look at the time? I gotta skedaddle on home quick, I’m powerful late for, uh, for somethin’…uh…good night!

(She gallops o.s., but yelps and beats a hasty retreat when a fresh bolt of lightning cracks the sky. Saucer-eyed fear gives way to a shaky smile after a moment.)

Applejack: Or maybe I’ll set here for a spell.

Twilight: (clapping) Hooray, slumber party!

(The earth pony’s unease is interrupted when a hoof-load of mud mask is thrown onto her face and Rarity rubs it in.)

Applejack: Blecch!

(Now she gets a cucumber slice slapped onto each eye.)

Applejack: What in the world is this for?

Rarity: (sighing wearily) To reduce the puffiness around one’s eyes, of course.

Applejack: Puffiness, schmuffiness! (She pulls them into her mouth with her tongue and gulps them down.) That’s good eatin’!

(Rarity just aims a vexed stare her way as the sound of more chomping drifts back to her. Twilight’s giggle comes from the opposite direction; cut to her at a stand, reading from the guide.)

Twilight: Isn’t this exciting? We’ll do everything by the book— (clapping) —and that will make my slumber party officially fun!

Rarity: (pointedly) Did you hear that, Applejack? (Applejack is trying to scrape her face clean.) You certainly would not want to do anything that would ruin Twilight’s very first slumber party, would you? (Pan to Applejack.)

Applejack: Of course not. And you wouldn’t either, I reckon. (To Rarity.)

Rarity: So do we have an agreement?

Applejack: You betcha.

(She spits on one front hoof and offers it to shake.)

Rarity: (horrified) Oh, gross! You know, there’s messy, and there’s just plain rude.

Applejack: You know, there’s fussy, and there’s just plain gettin’ on my nerves!

Rarity: Fortunately, I can get along with anypony, no matter how difficult she may be.

Applejack: Oh, yeah? Well, I’m the get-alongin’est pony you’re ever gonna meet!

Rarity: That’s not even a word. (Twilight pops up between them.)

Twilight: (hugging them both) This is gonna be the bestest slumber party ever! Yay!

Applejack, Rarity: (woodenly) Yay.

(Zoom in as they give each other dirty looks from the corners of their eyes, then snap to black.)

Act Two

(Opening shot: fade in to a long shot of the library, with the camera tilted a few degrees off horizontal as if the wind has knocked it askew. It is now evening, and the storm has not let up one bit. Zoom in slowly, then dissolve to a close-up of Rarity in the kitchen. She has removed the mud mask from her face and put her mane up in curlers.)

Rarity: Sooo…how are you getting along over there, Applejack?

(Zoom out; Twilight and Applejack, in front of her, are also cleaned up and using their curlers. All three have them on tails as well as manes, and Applejack is not wearing her hat.)

Applejack: (wearily) Just fine, Rarity.

Twilight: This is so awesome! (Giggle.)

(She levitates the book and a quill over to herself.)

Twilight: (marking on page) Makeovers, check.

(All the curlers disappear in a flash, leaving the two guests to trade a thin smile; Applejack’s hat reappears in its usual place.)

Twilight: Ooh! It says here we have to tell ghost stories! Who wants to go first?

Applejack: Me! (hushed tone) I’d like to tell y’all the terrifyin’ tale of the Prissy Ghost, who drove everypony crazy with her unnecessary neatness!

(She aims a few of these words at Rarity, then waves her front hooves about while making ghostly moaning sounds for effect. The next line is directed straight at her opposite number.)

Applejack: I’m sure y’all are familiar with that one? (Pan to Rarity.)

Rarity: Never heard of it. But I have a much better one. (ominously) It’s the horrifying story of the Messy Inconsiderate Ghost, who irritated everypony within a hundred miles!

(Aimed at Applejack, of course, and now she adds her own sound effects.)

Applejack: That’s not a real story. You made it up!

Rarity: It is a ghost story. They’re all made up!

(A lightning strike takes out all the lights, leaving the screen black and eliciting a triple gasp of fright. A moment later, a light snaps on from just below the bottom edge of the screen, illuminating the three faces hunched around it.)

Twilight: I’ve got one. (Zoom in slowly.) This story is called… (hushed) …“The Legend of the Headless Horse.”

(Cut to the window; more lightning tears through the night.)

Twilight: (from o.s.) It was a dark and stormy night…

(Long shot of the three. The light is coming from a lantern set in the center of the floor, filled with fireflies.)

Twilight: …just like this one. And three ponies were having a slumber party…just like this one.

(The library exterior is seen, followed by a dissolve to a visibly unnerved Rarity—evidently Twilight’s story has gone to work on her. Cut to Applejack on the next line; she is doing no better.)

Twilight: (from o.s.) And just when the last pony thought she was safe… (Shift to frame all three; zoom in slowly.) …there, standing right behind her, just inches away, was… (Zoom out quickly.) …THE HEADLESS HORSE!

[Animation goof: When the camera zooms out, the lantern is gone.]

(A lightning strike, and she has reared up before them with a blanket covering her head. Applejack and Rarity scream in terror and clutch at each other, falling quiet only when Twilight peeks out with a “gotcha” smile. She tosses the cover away and gallops over to a stand where her slumber party guide sits open, along with her quill; the lights come back on.)

Twilight: (levitating quill to mark page) Ghost story, check.

(Now that the danger is past, the other two draw apart from each other with suspicious glances. Twilight pops up between them, still completely unaware of any enmity.)

Twilight: Now, who wants s’mores?

(Dissolve to Applejack at the kitchen fireplace, toasting three marshmallows at once. Zoom out and pan across the area during the next line.)

Rarity: (from o.s.) Then you place one marshmallow on the top of the chocolate—

(On the end of this, the camera reaches Rarity at a table, addressing Twilight. Plates of graham crackers and chocolate squares are laid out. Rarity has a nearly-completed s’more on a saucer before her, missing only its top cracker; she is levitating both that piece and all the parts for a second.)

Rarity: —and be sure it’s centered, that’s critical, and then carefully put another perfectly square graham cracker on the top.

(On the second half of this, cut to a close-up of the saucer; she floats the second cracker down and squishes it gently into place.)

Rarity: (from o.s.) And…done!

(Zoom out to frame all three at the table. Applejack is less than enthused at her meticulous explanation.)

Rarity: Ta-da! (Soft laugh.)

Twilight: Ooooh!

Applejack: Nah, you just eat ’em!

(She does so, scarfing the whole thing in one cheek-bulging mouthful and chewing noisily with her mouth open. Pan from her to Rarity, who reacts to this display of bad table manners and the loud burp that follows it with a disgusted groan.)

Rarity: You could at least say, “Excuse me.”

Applejack: I was just about to, but you interrupted me. Pardon.

(The fastidious unicorn is not exactly thrilled by this.)

 

Twilight: (from o.s.) S’mores… (Quick pan to her, marking off in her book.) …check. Now the next item of fun we have to do is…truth or dare!

Rarity: I dare Applejack to do something carefully and neatly for a change.

Applejack: Oh, yeah? Well, I dare Rarity to lighten up and stop obsessin’ over every last little detail, for a change.

Rarity: I think the truth of the matter is that somepony could stand to pay a little more attention to detail. (Zoom out on this; Twilight watches with mild shock.)

Applejack: And I think the truth is, somepony oughta quit with her fussin’ so the rest of us can get things done!

(Cut from them to Twilight and back during the previous line. The slightly bewildered slumber party host then turns back to her guide and flips pages quickly with her magic.)

Twilight: Um, I don’t think this is how the game’s supposed to work. You have to give an honest answer to any question, or do whatever anypony dares you to do.

Applejack: (to Rarity) I dares you to step outside and let your precious tidy mane get ruined again.

(The owner of said mane shudders in fright.)

Twilight: You have to. It’s the rule.

Applejack: Ha!

Rarity: Fine!

(She skulks out, Applejack grinning wickedly after her. From o.s. come the sounds of the door opening, rain pouring down, and Rarity yelping in barely contained panic. Applejack puts a hoof to her mouth to stifle a guffaw. When the door closes again, there stands one very soggy pony, her mane and tail having lost all semblance of their usual elegant curl. Applejack has a laugh as Rarity squishes back into the room, but clams up and has to start backing away before her steady advance.)

Rarity: Okay. I dare Applejack to play dress-up, in a frou-frou, glittery, lacy outfit!

(Now Applejack is the one to react badly, sucking in a sharp gasp. She throws Rarity a dirty look and walks off; a quick rustle of clothing, and she returns to the kitchen. Her light blue outfit is that of a typical fairy-tale princess, complete with earrings and necklace, pink ribbons on her hooves, a tall pointed hat, and a full-length gown with a pink saddle trimmed in yellow and white. Her mane has been curled and flowers put into it. Needless to say, she is not the slightest bit pleased at having to do this.)

Applejack: Happy?

Rarity: Very. (Chuckle; cut to Twilight.)

Twilight: Um…do I ever get a turn?

Applejack: (from o.s.) I dare you to enter the next rodeo when it comes to town! (Cut to frame all three; she has addressed Rarity.)

Rarity: I dare you not to enter the next rodeo that comes to town!

Applejack: I dare you to not comb your mane a hundred times before bed!

Rarity: And I dare you to comb yours just once!

Twilight: (smiling nervously) I, uh, I think we should check off truth or dare and move on. (levitating book) Let’s see what our next fun-fun-fun thing is, shall we?

(She eyes the pages for a long moment, puzzled.)

Twilight: Hmmm, what does this mean? “Pillow fight”? (Cut to Rarity, now properly dried and styled.)

Rarity: Oh, please. I am not at all interested in participating in something so crude.

(She promptly catches a flying pillow with her face and spits out a few loose feathers, changing her attitude in a heartbeat.)

Rarity: Ooh! (Zoom in to an extreme close-up.) It is on!

(One quick nip and head snap send the pillow flying across the room into Applejack’s face. Shaking the feathers away, the latter bucks three from the pile in front of her, having changed out of the dress-up outfit, put her hat back on, and tied her mane/tail back the way she likes them. A triple bullseye; now the unicorn kicks the pillows back across the room, missing with each one. The camera shifts back to Applejack, who has cinched several in a lasso and is twirling them overhead. She whips them loose—a salvo of three—but Rarity uses her magic to bring them to a hovering rest on either side of her. Another spell hurls them back across the room. Now pillows go flying in both directions as Twilight stands up into view with a look of sudden understanding.) 

 Twilight: Ohhh, I get it! Pillow…fight! Fun!

(The two that slam into the side of her head tell her that she should have been more careful about getting into the crossfire. Their combined impact drops her to the floor and knocks her silly.)

Twilight: (very woozy) Uh, girls, maybe we should take it down a notch? (Applejack throws and dodges.)

Applejack: I will if she will!

Rarity: (dodging) She started it!

(Now a sizable pile of pillows has collected in the center of the floor, burying Twilight. After the last few land on it, she pokes her head up—lifting one on top of it—and spits out feathers.)

Twilight: (sadly) Maybe we should just call it a night and get some sleep?

(Dissolve to her bedroom loft, the lights out. A second bed has been set up, foot to foot with her own, and Applejack and Rarity are lying back to back in it. Applejack, facing the camera, is awake and has removed her hat. Zoom in as Twilight stirs in her sleep, then cut to an overhead view of Rarity, also awake. She and Applejack keep their voices down through the following.)

Rarity: Keep your muddy hooves on your side of the bed! (Pan to Applejack.)

Applejack: My hooves ain’t muddy! (Back to Rarity.)

Rarity: They were. There might still be a little on them.

Applejack: There ain’t! (showing one) See?

Rarity: Ewww!

(She grips the blanket in her teeth and yanks all of it to her side.)

Applejack: Now who’s bein’ inconsiderate?

(She yanks the blanket off Rarity, who glares over her shoulder and then gets out of bed.)

Rarity: I have to make the bed again so the blanket will be right! (butting Applejack off) Get up!

Applejack: (now o.s.) Hey!

(Rarity uses a bit of magic to tuck the blanket’s corners neatly over the mattress and smooth out all the folds, leaving a perfectly made bed that does not placate Applejack in the slightest. The latter angles her head down to get her teeth on the edge, but Rarity waves her back.)

Rarity: Ah-ah-ah! You’ll ruin it. You have to do it like this.

(From a haunch-sitting position on her pillow, she eases her hindquarters under the blanket without turning it down, and eventually winds up lying on her back.)

Rarity: Ahhh…

Applejack: Yeah, that’s not gonna happen. (jumping up o.s., full volume) GERONIMO!!

(She lands on the bed with enough force to throw both Rarity and pillow out of view; the suddenly vacant half of the blanket settles over her.)

Rarity: (from o.s., full volume) Hey! (Thud.)

Applejack: Ahhh… (Rarity gets up.)

Rarity: You did that on purpose.

Applejack: (sarcastically) Um…yeah.

Rarity: Get up so I can fix it again!

Applejack: Can’t hear you. I’m asleep.

(She gives a few loud fake snores as Rarity fumes quietly for a moment, after which the irate unicorn whips the blanket off the bed with her teeth.)

Applejack: I ain’t budgin’.

Rarity: (through teeth) You will if you want any blanket!

(It is swiftly yanked away by Applejack, leading to a tug-of war.)

Applejack: Give it back!

Rarity: I will not!

Applejack: Yes, you will!

Rarity: Won’t!

Applejack: Will!

Rarity: Won’t!

Applejack: Will!

Rarity: Won’t!

Applejack: Will! (Twilight sits up in bed.)

Twilight: ENOUGH!!

(Back to the two combatants, who slacken their pull on the blanket as the book, open, is levitated up for them to read.)

Twilight: (from o.s.) It says right here that the number-one thing you’re supposed to do at a slumber party is have fun. (Book slams shut and drops o.s.) And thanks to you two, I can’t check that off! (Applejack drops her end.)

Applejack: I’ve been tryin’ my darnedest to get along! (Rarity drops hers.)

Rarity: No, it is I who have been trying my best.

Applejack: No, it was me.

Rarity: No, it was I.

Applejack: Me!

Rarity: I!

(Now they try to bulldoze each other away, but Twiliight’s next words bring them up short.)

Twilight: (from o.s.) I hope you’re happy… (Cut to her.) …both of you! You’ve ruined my very first slumber party! The makeover, the s’mores, truth or dare, the pillow fight—I mean, is there anything else that could possibly go wrong?!

(Lightning strike; cut to outside. A nearby tree has been hit, weakening the trunk so that its upper section begins to lean precariously toward the house next door. In the loft, Twilight huddles down under her blanket, leaving only her forelegs, eyes, and bangs visible.)

Twilight: (small voice) Sorry I asked.

(Fade to black.)

Act Three

(Opening shot: fade in to the exterior of the library, framed a couple of degrees off-kilter as at the start of Act Two. The lightning strike is shown again; inside, all three ponies are out of bed and have turned on the lights. Hurrying to the window, they look out and gasp in unison, seeing the tree’s upper section start to topple over.)

Applejack: (to Rarity) You see? That’s why we needed to take down all those loose branches in town— (Cut to a chastened Rarity; she continues o.s.) —not spiffy ’em up!

Rarity: But I— (Zoom out to frame Applejack.)

Applejack: Out of my way, missy! (dashing to window) Time’s a-wastin’!

(One hoof pushes it open and the lasso spins in midair.)

Rarity: (from o.s.) Wait! Stop! (crossing toward Applejack)  Don’t!

Applejack: No waitin’, no stoppin’, doin’!

(With that, she lets the rope fly and catches the loose section at its top.)

Applejack: (rope no longer in teeth) And that, my friends, is what we call “gettin’ ’er done.”

(She bites down on the end and gives one good heave; Rarity cries out in panic, then Twilight—and the entire leafy expanse of the snapped-off piece tumbles squarely through the window. The foliage is expansive enough to nearly fill the loft, and Applejack winds up hanging over the balcony by the rope still in her teeth. Rarity’s cries are heard from o.s. as the camera pans from the wind-blown mess to her at the bookshelves, which have been reduced to a scramble of open volumes, torn-out pages, and broken junk. She is holding an open book over her head to shelter herself.)

Rarity: I tried to tell you it would come crashing down in here! (Applejack climbs up.)

Applejack: Well, you shoulda tried harder!

(Her eyes pop upon seeing that Rarity is trying to gather up the bits of furniture; at the other end of the fallen timber, Twilight pokes her head up dizzily and shakes it clear. Cut to Applejack and zoom out to frame Twilight as she speaks.)

Applejack: I’m mighty sorry, Twilight.

Twilight: It’s…well…it’s not okay! There’s a giant tree branch in the middle of my bedroom! (pulling out book) And the book doesn’t say anything about having a giant tree branch at your slumber party! (magically flipping pages) Or at least I haven’t found that answer yet!

(She lets off a bewildered little moan as she scans the text and Rarity begins putting books back on the shelves.)

Applejack: What in tarnation are y’all doin’ over there? (Close-up of Rarity as she finishes.)

Rarity: Cleaning up this mess somepony made! Who was that again? Oh, right, that’s you!

(Applejack grimaces for a moment, pulls her head into the leaves, and puts it up behind Twilight.)

Applejack: We gotta do somethin’!  

Twilight: (reading) Baking, BFF’s, brothers…there’s nothing in here about branches!

(The farmer uses her rope to pull on one section, then bucks at it and stomps before diving back in. A moment later she looks out across the room.)

Applejack: Rarity, for pony’s sake! (Pan to Rarity during this, putting her o.s.) Stop sweatin’ the small stuff and help me get rid of this thing! (Back to her; Rarity continues shelving.) I said, hustle over here and help me!

(Again no response for a few seconds, during which Applejack strains against the trunk’s weight and/or her own attitude. When she speaks next, her voice has lost some of its angry edge.)

Applejack: Look. I’m sorry, all right?

Rarity: What was that?

Applejack: I said, I’m sorry! I shoulda listened to you when you noticed where this here branch would end up. Your annoyin’ attention to detail woulda saved us from this whole mess. But right now, you need to stop bein’ so dang fussy pickin’ up all those little things and help me move the one big thing in here that actually matters! (No immediate response.) Please!

(That word gets Rarity’s attention, but she eyes her hooves with a couple of worried little grunts.)

Rarity: But I’ll get all icky!

Applejack: Consarn it! (catching herself) What the…you…I mean, yes. Ickiness is often a side effect of hard work. But y’all need to get over it, on account of I just can’t fix this mess I made myself. I need your help.

(Taking a long moment to think, Rarity tosses her head to get the book off it and moans uncertainly—before a determined smile comes over her face.)

Rarity: Let’s do this!

(She wades in. Both heads pop up behind Twilight and discuss strategy, their voices inaudible, as she goes right on consulting her slumber party guide.)

Twilight: Well, they do have a section about backyard slumber parties. Is that what we’re doing right now? Does this count as camping?

(They have paid no heed to her and ducked under again. Now Rarity is back at the bookshelves; as the wind plays havoc with her mane and tail, she concentrates deeply and unleashes a scintillating burst from her horn. In two swift flashes, the leafy limbs become topiaries similar to the ones she made in the prologue, but with a wider assortment of shapes. They float before her in the wind and settle gently into the suddenly cleared floor space.)

(At the window, one stub of trunk still hangs on the sill. Applejack—having finally put her hat back on—is set to buck it out, but a stern look from Rarity changes her mind. Both ponies are now filthy with twigs and tree sap. Instead of using leg-power, Applejack catches a small side branch in her teeth and gently heaves the wood over the side. Rarity smiles approvingly as her fellow guest pulls the window shut, then gets a full look at the splatters that have ruined her own impeccable grooming.)

Rarity: (shuddering) Oh…I look awful.

(Close-up of Applejack, who thinks hard for a moment before getting a brainstorm. She walks o.s., followed by the sound of squishing, then backs up into view.)

Applejack: Better?

(A cut to Rarity reveals that Applejack has put cucumber slices on her eyes. She smiles and laughs softly.)

Rarity: Thanks.

(She reaches forward blindly with a hoof, trying to touch Applejack’s cheek. The latter leans forward to put herself in the right place, and the two share a standing hug—nuzzling each other’s cheek while draping a foreleg around the neck.)

(Cut to Twilight, still reading, and zoom out as she finally takes note of the topiaries Rarity has made.)

Twilight: Ooh, pretty! Where did these come from? (checking pages) They’re not in the book either.

(Dissolve to the trio sitting on their bellies and laughing on the floor of Twilight’s room and zoom in slightly. Twilight and Rarity have their curlers in, and Rarity has taken the cucumbers off her eyes; she and Applejack are properly cleaned up.)

Applejack: Is it bigger than a barn?

Twilight: (giggling) Nope.

Rarity: Is it smaller than a saddle?

Twilight: (giggling again) No. Only three of your twenty questions left.

Applejack: (sighing) We’re never gonna guess what you’re thinkin’ of! It could be anything!

Rarity: Are we getting warmer?

Twilight: Why? Is it too cold in here for you? I can turn up the heat.

Applejack: She means, are we gettin’ any closer with our guesses? (Cut to Twilight on the end of this.)

Twilight: Oh!…No. And that technically counted as a question, so only two more left. (Both think very hard.)

Applejack: Is it… (rapid fire) …a six-legged pony with a purple polka-dotted mane and shootin’ stars comin’ out of his eyes…

Rarity: (likewise) …who flies through the air all over the world to hide magic sparkly eggs?

Twilight: That’s it!

Applejack, Rarity: It is?

Twilight: No. (Embarrassed laugh.)

(Cut to the two bad guessers, still smiling, as she puts a hoof into view to point upward.)

Twilight: (from o.s.) It’s that.

(They follow her gesture and find that she has picked out the telescope at her bedroom window. The view through the glass shows that the rain has stopped.)

Twilight: But it was just so nice to see you two finally getting along, I wanted you to be able to win together. (Applejack and Rarity laugh.) See? We could’ve been having fun like this all along.

Applejack: If only somepony hadn’t been so persnickety.

Rarity: Well, maybe she wouldn’t have been if somepony else hadn’t been so sloppy.

(They trade sidelong, riled-up glances for a moment, then smile again.)

Applejack: Sorry for bein’ such a pain in the patootie.

Rarity: Oh, no, I’m sure I was much worse.

Applejack: That’s kind of you to say, but I’m the one who’s sorry.

Rarity: Oh, I’m much more sorry than you are.

Applejack: (sighing) Are not.

Rarity: Are too.

Applejack: Are not.

Rarity: Are too.

Applejack: (smiling) Are not.

Rarity: (smiling) Are too.

(Both laugh, and Twilight pops up between them; the curlers are gone from her mane.)

Twilight: I declare my first slumber party a success!

Applejack, Rarity: (high-fiving) Yeah! (Laugh again; Twilight levitates her book.)

Twilight: Have fun, check! (Another round of laughter as it closes.)

(Dissolve to a stretch of floor stacked with books and pillows placed behind these. The area is otherwise back in order, and some of the topiaries have been placed near the bookshelves.)

Rarity: (from o.s.) Now take two steps to your left.

(Applejack moves into view during this line, her motions hampered by the cucumber slices on her eyes.)

Rarity: (from o.s.) Uh, no, my left. (Applejack tries to correct herself.)

Applejack: Well, which is it? (She stumbles into the books.) Whoa!

(When she stands up from the collapse, she has lost the slices but gained a pillow on her head.)

Applejack: (smiling, as Rarity walks to her, curlers out) That mess is your fault, not mine. (Both laugh.)

Rarity: Sorry.

(Pan to Twilight, composing a report at a worktable.)

Twilight: (voice over, dictating) “Dear Princess Celestia: It’s hard to believe that two ponies who seem to have so little in common could ever get along. But I found out that if you embrace each other’s differences, you just might be surprised to discover a way to be friends after all.”

(She floats the quill away from the scroll and addresses herself across the room.)

Twilight: So… (Cut to the pair, Applejack no longer wearing the pillow; she continues o.s.) …who’s up for another slumber party tomorrow night?

(They trade calculating smiles and promptly send a pair of pillows into her grinning face.)

Twilight: How about a week from Thursday?

(Cut to the library exterior and tilt up toward the cloudy sky, leaving only the observatory in view.)

Twilight: (from inside) Oh! How about two weeks from Saturday? (Laughter.) A month from now?

 

(The clouds part at long last to let the sun shine through in a clear morning sky, accompanied by birdsong and more laughter. Fade to black.)


BRIDLE GOSSIP

Written by Amy Keating Rogers

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to the sun shining brightly in a clear sky during the day. Tilt down toward ground level.)

Twilight Sparkle: (from o.s.) Wow, what a gorgeous day!

(Stop on her, out for a walk through a tree-lined stretch of Ponyville, with Spike on her back.)

Spike: Rainbow Dash must’ve gotten up early for once and cleared all the clouds away.

(Long overhead shot of the town square; she heads toward the pavilion. Not a single other pony is in sight.)

Twilight: I bet all of Ponyville is gonna be out enjoying the sunshine. (Close-up; she looks around.) What? Where is everypony?

(Her perspective panning across one street as a tumbleweed drifts by. One pony slams the upstairs shutters closed, while another yanks her daughter in off the front step and closes the door. Back to Twilight and Spike.)

Spike: Is it some sort of pony holiday?

Twilight: Not that I know of.

(Cut to just inside a closed window as they pass; the next two lines are muffled by the glass.)

Spike: (not yet in view) Does my breath stink? (Now in view, he blows out fire and sniffs.)

Twilight: Not more than usual. (Outside again.)

Spike: Is it… (frightened) …zombies?

Twilight: Uh, not very likely.

Spike: Not likely…but possible?

(She stops abruptly and looks ahead; a cut to her perspective shows that she is facing Sugarcube Corner’s front door, the top half of which is open to reveal the lights out. The camera pans slowly away from it, but Pinkie Pie sticks her head into view before it can pass out of frame. She keeps her voice down on the following three lines.)

Pinkie: Twilight!

(Quick pan to re-center the door; she ducks away again and reappears.)

Pinkie: Spike! (ducking down, beckoning with hoof) Come here!

(Side view of the puzzled unicorn and her rider.)

Pinkie: (from inside, beckoning) Come here! (Head pokes out.) Hurry! Before she gets you!

(This time when she pulls her head back, Twilight follows it inside and the door’s top half closes behind her. Snap to black, with a light beam clicking on a second later to illuminate the two new arrivals. Twilight shields her eyes from the glare, which passes away from them as Spike speaks.)

Spike: Who? The zombie pony?

(Cut to Pinkie, who has the light in hoof—a small firefly lantern—and trains it on herself.)

Pinkie: (shuddering mightily) Zombie pony?

(Back to Twilight and Spike. He hunkers down and grabs hold of her even more tightly than he is doing right now, prompting an irritated glare.)

Twilight: Spike, there are no zombie ponies. (He gets off.) Pinkie, what are you doing here alone in the dark?

Pinkie: (from o.s.) I’m not alone in the dark.

(Zoom out slightly, the lights coming up enough to reveal Applejack, Apple Bloom, Fluttershy, Rainbow Dash, and Rarity gathered behind her on the shop floor. She gasps; close-up.)

Twilight: (cocked eyebrow) Okay, then, what are you all doing here in the dark?

Applejack: (from o.s.) We’re hidin’ from her!

(On this last word, cut to her at a window and pointing out. She nudges the curtain open so all can get a closer look, with the exception of Fluttershy. In the middle of the deserted street, a four-legged figure in a hooded cloak paws at the dirt. A ground-level close-up of the legs reveals them as light gray with irregular stripes in a darker hue and hoof tips so deep as to be nearly black; one foreleg is encircled by several gold hoops. The cloak is brown and covers the rest of the body. As the seven onlookers stare intently out through the glass, the figure turns its head toward the camera in close-up, exposing its dark gray nose/mouth and a pair of glowing yellow eyes under the hood.)

(Inside Sugarcube Corner, five ponies and one dragon recoil away from the mirror with a cry of fear, but Twilight just throws a quizzical look over her shoulder at them. Snap to black.)

OPENING THEME

Act One

(Opening shot: fade in to the skeptical Twilight. Bloom, standing near her, uses Spike’s head as a hoof-rest to help get her toward eye level.)

Bloom: Did you see her, Twilight? Did you see…Zecora? (Applejack leans down to her.)

Applejack: Apple Bloom! I told you never to say that name!

Twilight: Well, I saw her glance this way—

Pinkie: Glance evilly this way!

Twilight: —and then a bunch of you flip out for no good reason.

Applejack: No good reason? (pulling Bloom closer) You call protectin’ your kin no good reason? (letting her go, patting her head) Why, as soon as my sister saw Zecora ridin’ into town, she started shakin’ in her little horseshoes!

(These words establish the familial relationship between the two Apples. She shakes said sister back and forth on the word “shakin’” to make the point. Close-up of the little redheaded filly.)

Bloom: (voice vibrating) Diiid nooot! (Applejack stops.)

Applejack: (from o.s., picking her up) So I swept her up and brought her here…

(By the end of this, the camera has shifted to frame Bloom atop her.)

Bloom: I walked here myself!

Applejack: …for safekeepin’. (Bloom jumps down.)

Bloom: Applejack, I’m not a baby! I can take care of myself!

Applejack: Not from that creepy Zecora.

Fluttershy: She’s mysterious.

Rainbow: Sinister.

Pinkie: (eyes going wide) And spooooky!

(Twilight, clearly unconvinced, takes another look out the window—and promptly finds herself at the bottom of a six-pony-and-one-dragon crush doing likewise. The brown-cloaked figure of Zecora puts down the hood in a close-up, exposing a dark-gray/white striped, Mohawk-like mane and gold hoops in the ears. These markings and the dark stripes on her light gray coat confirm her as a zebra. Her face is turned away from the camera; o.s. gasp from the group. Cut to just outside the window, with Fluttershy again not among the spectators. The next two lines are muffled by the glass.)

Twilight:  Will you cut that out?

Rarity: Just look at those stripes. So garish. (Inside again.)

Twilight: She’s a zebra. (Cut to Pinkie, Rainbow, Rarity, and Spike.)

Others: (remaining three o.s.) A what?!?

Twilight: (from o.s.) A zebra. And her stripes aren’t a fashion choice, Rarity. (getting in her face) They’re what she was born with.

(She backs off; Rarity cries out and faints.)

Applejack: Born where? I never seen a pony like that in these parts…’cept her!

Twilight: Well, she’s probably not from here, and she’s not a pony.

(Cut to Zecora in the street; she has resumed her pawing at the ground.)

Twilight: (from o.s. inside) My books say that zebras come from a faraway land.

(Inside again on the end of this, the camera pointing between Rainbow and the upright Rarity toward Spike as he slips into the kitchen.)

Twilight: (from o.s.) But I’ve never seen her in Ponyville. Where does she live?

Applejack: That’s just it. She lives in…the Everfree Forest!

(A thunderclap shakes the room, scaring the daylights out of her and the two grown ponies nearest to her, Fluttershy and Pinkie. Bloom is thrown a bit off balance, but does not freak out.)

Twilight: (angrily, toward kitchen) Spike!

(In the other room, the noise proves to have been caused by a couple of pans he dropped while getting a snack for himself.)

Spike: Uh, sorry. (Cut to Applejack.)

Applejack: The Everfree Forest just ain’t natural. The plants grow… (Pan to Fluttershy.)

Fluttershy: Animals care for themselves… (Cut to Rainbow.)

Rainbow: And the clouds move…

Applejack, Fluttershy, Rainbow: …all on their own!

(Rarity cries out and faints again. Cut to an unimpressed Twilight, then to Pinkie on the next line.)

Pinkie: And that wicked enchantress Zecora lives there doing her evil…stuff! Oh, she’s so evil, I even wrote a song about her!

Rainbow: (wearily) Here we go.

Fast 4, no particular key and not much regard for meter

Pinkie:        (dancing in front of Twilight on hind legs)

She’s an evil enchantress, she does evil dances

(grabbing Twilight, turning own eyes into hypnotic spirals)

                And if you look deep in her eyes, she’ll put you in trances

(Cut to Bloom in the jittering Applejack’s grasp; she soon pushes free.)

                Then what will she do? She’ll mix up an evil brew

                And she’ll gobble you up in a big tasty stew

(jumping up to stand on table)

                So…watch out!

Song ends

(She strikes the best two-legged menacing pose she can and heaves for breath.)

Twilight: Wow. Catchy. (Pinkie gets down and smiles.)

Pinkie: It’s a work in progress.

Twilight: (crossing room) This is all just a lot of gossip and rumors. Now tell me— (Cut to Fluttershy and Rainbow; she continues o.s.) —what exactly have you actually seen Zecora do?

Rainbow: Well…once a month, she comes into Ponyville.

Twilight: Ooooh!

Rarity: (from o.s.) Then… (Cut to her, back upright.) …she lurks by the stores.

Twilight: Oh, my!

Fluttershy: And then, she digs at the ground.

Twilight: Good gracious! (Bloom eyes her with slight unease.) Okay, I’m sorry, but how is any of this bad? Maybe she comes to town to visit.

Bloom: Yeah! Maybe she’s just tryin’ to be neighborly.

Twilight: And maybe she’s not lurking by the stores, maybe she’s going to them, lurk-free, to do some shopping? (Zoom in slowly on Bloom.)

Bloom: Yeah! Everypony likes to shop. You know what I think?

Applejack: Apple Bloom! Hush and let the big ponies talk.

Bloom: I am a big pony. (She clomps away, discomfited.)

Rainbow: What about digging at the ground? (Bloom crosses to a corner.) You got to admit, that’s weird.

Fluttershy: What if she’s digging for innocent creatures?

(Now Pinkie starts singing and cavorting in the background, a cappella, as Twilight and Applejack discuss.)

Twilight: I am sure there’s an explanation for everything Zecora does.

(Back to Fluttershy and Rainbow, Applejack in corner; Pinkie falls silent.)

Twilight: (from o.s.) And if anypony here were actually brave enough to approach her— (Zoom in on Bloom.) —she would find out the truth.

(As the sounds of further argument are heard from the other side of the room, Bloom tosses her head back defiantly and opens the door near her.)

Bloom: (to herself) Well, I’m brave enough. I’m gonna find out myself.

(Cautious but determined, she steps out of the building. Out in the street, she peeks around a corner at the distant figure of Zecora, whose hood is back up. After ducking back with a sudden gasp, she risks another look and hurries across the way, emerging closer to Zecora in an alley between two houses. Zecora finishes her digging and has a quick look over her shoulder before walking off; this shot reveals gold hoops around her neck as well as her foreleg. Bloom gets another furtive look at the departing out-of-towner from the alley and some bushes, working her way closer.)

(Cut to just outside the Sugarcube Corner window, with the silhouettes of Twilight and Pinkie visible inside. Zoom in slowly; their next words are muffled by the glass.)

Twilight: You ponies are being ridiculous!

Pinkie: Well, I heard that Zecora eats hay.

Twilight: Pinkie, I eat hay! You eat hay! (Cut to Applejack and Pinkie inside.)

Pinkie: Yeah, but I heard it’s the evil way she eats hay.

Applejack: Hey! Where’s Apple Bloom?

(Cut to the open exit door and zoom in quickly.)

Fluttershy: (from o.s.) The door’s open! (Cut to her, Rainbow, and Rarity.)

Rarity: She went outside!

Rainbow: And Zecora’s still out there!

Applejack: That silly little filly! I told her to stay put!

(All four charge out; Twilight starts after them, but halts.)

Twilight: (addressing herself o.s.) Spike.

(Camera shift: he is now out of the kitchen, carrying one pan and wearing a second, dirty one on his head.)

Twilight: You stay here in case Apple Bloom comes back. (She gallops out.)

Spike: (saluting) Will do!

(Wipe to Zecora as she walks along a path leading from the meadowlands on the outskirts of Ponyville into the Everfree Forest. Zoom out to frame more of the area and the sky, whose color indicates that it is now late afternoon. Bloom puts her head up from a bush and hesitantly trots out to follow the zebra. Close-up of her hooves, which stop at the edge of the shadows cast by the wild overgrowth, and zoom out. After a nervous look ahead and a hard swallow, she draws herself up to full height and gallops in with fresh resolve.)

(Cut to a thick expanse of plants with vivid blue leaves and zoom out to frame them lining the path Zecora is following. Bloom keeps her distance; back to the zebra.)

Applejack: (from o.s.) Apple Bloom?

(Zecora looks back; pan to Bloom, who does likewise with a startled gasp. She finds all six mares a short distance behind her, with a stretch of plants between her and them.)

Applejack: You get back here right now!

(Now Zecora speaks for the first time, in a throaty voice of African origin, while slowly backing up into a sudden spurt of mist behind her.)

Zecora:        Beware! Beware, you pony folk!

                Those leaves of blue are not a joke!

(Applejack skids in to get her head underneath Bloom and flip her up onto her back.)

Applejack: You—you keep your creepy mumbo-jumbo to yourself, you hear?

(Yells of agreement from Pinkie, Rarity, and Rainbow.)

Pinkie: (singing)             She’ll gobble you up in a big tasty stew— (Cut to Twilight on the end of this.)

Twilight: Oh, brother.

Zecora: (disappearing into mist) Beware! Beware!

(Rainbow is now standing in a patch of the blue-leaved plants.)

Rainbow: Yeah, back at you, Zecora! You and your lame curse are the ones who better beware! (Bloom glares at her.)

Applejack: (to Bloom) And you! Why couldn’t you just listen to your big sister?

Bloom: I…I…

Applejack: Who knows what kinda nasty curse Zecora coulda just put on you?

Pinkie: Just like in my song!

(All mares have now found themselves among the strangely hued vegetation, and Pinkie starts to sing again while jumping around in it.)

Pinkie:                Evil enchantress, with the dances, and the trances— (Cut to Twilight on the end of this.)

Twilight: You guys, there’s no such thing as curses!

Rainbow: (flying low through plants) Well, that’s interesting to hear— (tapping Twilight’s horn) —coming from Miss Magic-Pants herself.

Twilight: My magic, real magic, comes from within. It’s a skill you’re born with. Curses are artificial, fake magic. (Cut to Fluttershy and Pinkie; Rainbow flies by, silently mocking her as she continues o.s.) It’s conjured with potions and incantations, all smoke and mirrors meant to scare.

(Back to Twilight after she finishes.)

Twilight: But curses have no real power. They’re just an old pony tale.

(Her eyes pop suddenly; in a longer shot, the others are walking out of the forest, through a patch of plants that has seemingly grown to fill most of the open area. Applejack hangs back, not noticing that Bloom has climbed down and is nowhere in sight.)

Applejack: Just you wait, Twilight. (walking off) You’re gonna learn that some pony tales really are true.

(Zoom in briefly on Twilight, then dissolve to the exterior of the library that night and continue the zoom. All the lights are out; dissolve to an overhead view of Twilight asleep in bed and zoom in once more. The following two lines echo in her head.)

Pinkie:         She’s an evil enchantress, she does evil dances—

Zecora: Beware! Beware!

(As the unicorn shifts in her sleep, the color drains out of the scene and images from her dreams—in full color—float and waver across. The echo continues for the next seven lines.)

Pinkie:        If you look deep in her eyes, she will put you in trances—

Rainbow: Yeah, was that supposed to scare us?

Rarity: Wicked, wicked zebra!

Fluttershy: She’s good…with a curse.

Pinkie:         Then what will she do?

Applejack: Just you wait, Twilight. Some pony tales really are true.

Pinkie:        Then she’ll gobble you up in a big tasty stew (She vanishes.)

                So…watch out!

(The last image is that of Zecora, approaching the camera, with her hood up and her eyes glowing yellow, as she laughs madly. Once the glare has nearly filled the screen, dissolve to a full-color overhead shot of Twilight still asleep. She tosses briefly in an uneasy doze, grabbing at her pillow.)

(Another dissolve brightens the room with morning light and brings the crowing of a rooster. Twilight’s mane is badly disheveled, hiding her horn from view; cut to an extreme close-up of her face as she forces her eyes open.)

Twilight: (groaning) What a dream. Curses, schmurses.

(She gets up and plods over to a vanity, getting a good look at the state of her mane.)

Twilight: Whoa! (chuckling, levitating a hairbrush) Maybe Zecora cursed my hair.

(She smiles and laughs as the brush does its work on her bangs, but her levity ends with an inarticulate noise of surprise and a gasp. A close-up reveals that although her bangs have been sorted out, her horn is covered with blue spots and droops as though it has been turned to rubber.)

Twilight: Or she cursed my horn!

(Snap to black.)

Act Two

(Opening shot: fade in to an open book atop a pile. Twilight reaches into view and closes it; cut to a slow pan across the library’s reading room, most of whose books have been thrown about the place.)

Twilight: (from o.s.) No, no, no, no, no! (Cut to her on the last “no,” eyeing another one.) None of these books have a cure! (groaning, crossing room) There has to be a real reason for this! An illness? An allergy?

(Spike has pulled down a green-bound book with a plant on its cover and is perusing it closely.)

Spike: A curse!

Twilight: I said a real reason. Something that points to something real.

Spike: How about this one? (He shows her the cover; she squints at it.)

Twilight: Supernaturals? Spike, the word “supernatural” refers to things like ghosts and spirits and zombies— (Back to him; she continues o.s. and pushes the book away.) —which are as make-believe as curses. (Shift to frame both again.) This book is just a bunch of hooey!

(He ponders this for a moment.)

Spike: But what if you’re wrong, Twilight? What if this really is a—

(Quick pan to Pinkie, who has entered the library. Her tongue is covered with the same blue spots as those on Twilight’s horn and has swollen so badly that it protrudes from her mouth. As a result, her speech is nearly unintelligible and accompanied by frequent sprays of saliva that collect in a pool before her.)

*** All lines in square brackets indicate the best translation of her words. ***

Pinkie: [A curse!]

Spike: A purse? How could it be a purse?

Twilight: Pinkie! What happened?

Pinkie: [It was Zecora!] (Cut to Spike, being drenched by spit; she continues o.s.) [She put a curse on us!]

Spike: Hey, say it, don’t spray it, Pinkie!

(Something thumps against the building hard enough to shake it.)

Rainbow: (from outside) Ow!

(Pan to a nearby window, where she rams against the glass in a display of poor flight control that is unusual even for her. A close look reveals that her wings have been turned upside down.)

Rainbow: (between thuds, with occasional grunts) She’s…trying to say, ow…Zecora…

(This latest hit misses the window but hits the wall hard enough to crack it. Next to the window is a door, which gets knocked off its hinges by a lunge that sends her hurtling upside down across the room.)

Rainbow: …she slapped us all with a… (Crash from o.s.) …ow!

(She has fetched up on her back by the shelves and is tangled up in the ladder that was propped against them.)

Rainbow: …curse!

Rarity: (from o.s.) I’m afraid I have to agree.

(Quick pan to her, now also in the library. Her mane, tail, and coat have grown and matted into thick dreadlock-like strands that give her a distinct resemblance to either a sheepdog or a walking mop. She blows uselessly at the purple hair hanging in her face, prompting cries of shock from Twilight and Spike. As Rainbow drags herself and the ladder over to the others, Applejack’s head appears in the foreground to address them. Her voice is considerably higher-pitched than normal, as if she has been inhaling helium.)

Applejack: I hate to say I told you so, Twilight, but I told you so!

(On the end of this, zoom out to show that her entire body has shrunken so much that she can easily balance on another pony’s rump—even a filly like Bloom, on whom she happens to be standing at the moment. A gasp from Twilight and Spike.)

Applejack: It’s a curse, I tells you!

Twilight: But…Fluttershy seems just fine!

(Cut to Rarity and the yellow pegasus, now also in the library next to Rarity and looking slightly upset.)

Rarity: Yes. There doesn’t seem to be a thing wrong with her.

Twilight: (from o.s.) Fluttershy? Are you okay?

(Fluttershy turns her face away; shift to frame both.)

Twilight: Is there something wrong with you? (Nod.) Would you care to tell us? (Eyebrows lower.) So…you’re not gonna tell us. (Nod.)  “Yes, you’re not,” or “yes, you will”? (Head shake.)

(Applejack rushes across the table in the center of the room.)

Applejack: Good gravy, girl! What’s wrong with you?

(There follows a full two seconds of total silence, after which Fluttershy speaks—in a slow, deep, gravelly male voice.)

Fluttershy: I don’t want to talk about it.

(Rainbow’s wings flap randomly, causing her to tumble to the floor as Spike laughs uproariously. He completely ignores the angry look Twilight aims at him.)

Spike: This is hilarious! Look at all of you! We got…

(Cut/pan to each victim in turn.)

Spike: (from o.s.) …Hairity, Rainbow Crash, Spittie Pie, Apple Teeny, Flutterguy… (To Twilight.) …and… (Cut to frame both.) …uh…I got nothin’. (aside, pointing at her) Twilight Sparkle. I mean, seriously, I can’t even work with that.

Twilight: (chuckling sarcastically) This is no joke, Spike. Now start looking for more books so I can find a cure!

(His eyes have been drawn to her overly flexible horn, prompting him to bite back a fresh laugh. Getting it under control, he goes to the bookshelves.)

Spike: Awww… (Rainbow pulls loose from the ladder and hovers unsteadily.)

Rainbow: I think we’ll find a cure to this curse at Zecora’s place!

Twilight: It’s not a curse!

(Rainbow rockets backward; loud crash o.s. Applejack takes her place.)

Applejack: I agree with Dash. (Rainbow keeps veering around crazily.) We’ll go to Zecora’s and force her to remove this hex.

Twilight: It’s not a hex either!

(The group launches into a six-way argument, with only Bloom abstaining as she watches from the outer edge of the room.)

Bloom: (to herself) This is all my fault. If I hadn’t followed Zecora in the first place, none of this woulda happened. (walking away) I just gotta fix this. (She passes the table Applejack is standing on.)

Applejack: (to herself) Now where does she think she’s goin’ this time?

(A couple of leaps over the disarrayed literature put the miniature mare in her little sister’s tail without being noticed. Cut to just outside the doorway as Bloom leaves and zoom in.)

Rainbow: (from inside, not visible) I don’t care what you say, Twilight! It’s time to pony up and confront Zecora!

(Cut to her and the other four full-size mares on the end of this.)

Rainbow: Come on, girls! (Her perspective of them.) Are you with me?

Pinkie: [I am!]

Rarity: And I as well!

Fluttershy: Oh, I don’t know. Seems awfully dangerous. (Spike laughs.)

Rainbow: How about you, Applejack? (seeing her not on the table) Applejack?

(All now take notice of her absence. Cut to the table and zoom in.)

Pinkie: (from o.s.) [She’s gone!] (Rarity cries and examines a hoof frantically.)

Rarity: Oh, somepony stepped on her!

(All start checking their own hooves; Twilight’s eyes constrict to points, and she glances at her own rump.)

Twilight: Or sat on her?

(The others follow suit. Rainbow has the next bright idea.)

Rainbow: Rarity’s hair! (Pinkie digs through the matted strands.)

Rarity: (amid startled yelps) Oh!…Oh!…Pinkie, what are you doing?…Really!…You ever hear of personal space?

Pinkie: (shaking head) [Nope!]

Twilight: Apple Bloom is gone too!

Rainbow: I bet they went after Zecora!

Twilight: Well, we’d better go find them. (She heads for the door; Rainbow tumbles down.) Come on, girls. Let’s go!

(Rarity tries to follow, but cannot due to the hair caught under Pinkie’s hoof.)

Rarity: (straining to pull loose) Oh, dear!…Oh, this is so unseemly!

(She finally yanks loose and stumbles after Twilight, with Fluttershy and Pinkie coming next.)

Rainbow: (from o.s.) Hey!

(Cut to her, skidding upside down along the floor.)

Rainbow: A little help here?

Fluttershy: Oopsie. (She and Pinkie hoist Rainbow between their heads.) Sorry.

(They toss her upward for a proper flying start, but she zooms ahead and slams into something instead.)

Rainbow: (from o.s.) Ow!

(She has managed to hit the wall above the door she broke down. Peeling herself loose—and revealing a pegasus-shaped indentation in the plaster—she zooms out.)

Fluttershy: (addressing herself o.s.) Uh, Spike? (Cut to him, studying an open book; she continues o.s.) Are you coming?

Spike: Nope. Uh… (grabbing a quill) …gotta stay here and look for a cure.

(Fluttershy and Pinkie exit; after they are gone, he gasps with a sudden inspiration and the camera zooms out slowly.)

Spike: Twilight Flopple!

(He writes this down. Dissolve to a long shot of Bloom galloping straight into the Everfree Forest. She stops upon hearing her sister’s voice.)

Applejack: (hidden in Bloom’s hair) Stop right there! (She pops out from the red mane.) Turn around right now, missy!

(Instead of doing as she is told, Bloom aims a mischievous smile up toward the top of her head.)

Bloom: No.

Applejack: No?! You can’t ignore a direct order from your big sister!

(She finds herself tossed loose, caught in Bloom’s teeth, and deposited on a convenient branch.)

Bloom: (laughing) Sorry, Applejack— (walking away) —but I’m the big sister now.

Applejack: Apple Bloom, you come back here right this instant! I’m gonna tell Big Macintosh on you!

(The threat has absolutely no effect, and she is left stranded on her branch—too high to jump down, too far to leap across to the ridge Bloom stood on to place her here.)

Applejack: Oh, pony feathers.

(Dissolve to the forest entrance, with Twilight leading Fluttershy, Pinkie, and Rarity in at full gallop.)

Twilight: Come on, girls, we’ve got to get to Zecora’s. (now o.s.) Hurry!

(Rarity trips over her own hair and skids face-first through the dirt, embedding dirt and leaves into the thick strands. She cries out and lurches up again.)

Rarity: Easier said than done! (Off she goes; here comes Rainbow, looping all around.)

Rainbow: Hey! Wait for me!

(A large bush takes the brunt of her crazed flying; her progress through it is marked by shouts of pain and the yowling of at least one cat resting inside. She emerges from the other side, smashing into an o.s. tree with enough force to topple a large piece of it backward into view. Pan ahead to show her lying upside down amid the underbrush near the impact point and groaning woozily; the land details indicate that she has hit the tree where Applejack was stranded. As she tries to lift her head, the tiny earth pony pops head and forelegs out of her mouth.)

Applejack: Rainbow! (pulling loose, dropping o.s.) Thank Celestia!

(The sounds of some quick construction float up.)

Applejack: (from o.s.) There’s no time to lose!

(At ground level, she puts the finishing touches on a bridle made from a stick, a leaf, and a length of vine. She shoves the stick in Rainbow’s mouth as a bit, with the leaf serving as a nose band and the vine as reins; the capsized pegasus grumbles angrily around the stick.)

Applejack: I need to get to Zecora’s, pronto! (She climbs onto Rainbow’s stomach and snaps the reins.) Giddyup, pony!

Rainbow: Ex-cuse me?

Applejack: (digging a hock into Rainbow’s gut) Yee-haa!

(That startles her mount into a vertical takeoff.)

Rainbow: (muffled) What the—? (She loops herself upright and flies left o.s.)

Applejack: (from o.s.) No, Rainbow Dash! Other way!

(Now upside down again, Rainbow flies across and right o.s. Wipe to a totem-like animal carving in a considerably more foreboding patch of the forest and zoom out; it stands outside a massive tree whose limbs and roots have contorted with extreme age. Several bottles hang on strings from the branches, and set into the trunk are a couple of windows and a door with a leafy mask mounted above it. Twilight, Fluttershy, Pinkie, and Rarity peek across the clearing at the structure.)

Rarity: Ugh! I look horrible!

Pinkie: (lifting hair off her face) [This place looks horrible!]

Rarity: (following her gaze) Oh, my.

(Longer shot of the tree as Twilight eases toward it.)

Rarity: (from o.s.) That place really does look horrible.

(Rarity is first to follow her, now free of all the crud; cut to just inside one window as all four ponies get a good look. Cut to their perspective on the next line: candles, jugs, more masks on the walls, bottles strung from the ceiling. The walls are covered with thatched-reed mats, making the place resemble a hut more than a typical house.)

Rarity: Nice decorations—if you like creepy!

(The door opens to admit Zecora, seen without her cloak for the first time. She has dark blue-green eyes and a short, tight braid/knot at the base of her tail. She carries a bottle in her teeth; the ponies duck away with a gasp, and she tips the contents into a boiling caldron. As the four risk another look, the zebra speaks an incantation in an African-sounding language; Pinkie reacts with overexcited rancor.)

Pinkie: [She stole my song! She stole my song!]

Rarity: She stole your song?

Twilight: Oh, Pinkie. Doesn’t sound anything like your song.

(The inarticulate pink pony struggles for words—due more to being flustered than to her tongue—and finally throws herself at Fluttershy’s hooves.)

Pinkie: [Please!]

(Taking the full brunt of the two entreating blue eyes in her face, Fluttershy sighs wearily and begins to sing in her newfound basso. Pinkie mimes along with the words.)

Jazz feel, bongo/finger-snap/pizzicato bass accompaniment, slow 4 (E major)

Fluttershy:        She’s an evil enchantress and she does evil dances

                And if you look deep in her eyes, she will put you in trances

                Then what will she do? She’ll mix up an evil brew

                Then she’ll gobble you up in a big tasty stew

                So…watch out.

Song ends

(Zoom out to frame Rarity watching the performance.)

Rarity: You saw those terrible things. Now do you believe us, Twilight?

(Twilight thinks hard for a second. Cut to the interior of the house and pan from one detail to the next as she names them.)

Twilight: (from o.s.) Scary-looking masks, confusing incantations, and a great big bubbling caldron? (Back to her; she sighs heavily.) Everything is pointing to Zecora being…bad. (smiling) Or…what if Zecora’s just making soup?

(Inside, Zecora gets a whiff of the steam and licks her lips. This shot reveals a cutie mark consisting of a spiral sunburst. Zoom out slowly; she does not notice the four ponies at the window.)

Zecora:        Mmm…the perfect temperature for ponies, I presume.

                Now, where is that little Apple Bloom?

(Zoom in quickly to a close up of a suddenly-panicked Twilight.)

Twilight: Or…what if she’s making Apple Bloom soup?

(Snap to black.)

Act Three

(Opening shot: fade in to just outside Zecora’s window, with the four ponies still hunched in around it.)

Twilight: What if she’s making Apple Bloom soup?

(After a very long beat, all four scream in terror and are joined by Rainbow’s yell as she does a wild loop-the-loop overhead. Applejack gets her under control and steers her in for a landing.)

Applejack: I’m comin’ for you, Apple Bloom!

(The flipped steed and her minuscule rider go crashing through the door of the house, another yell mingling with Zecora’s native-language outburst. More whacked-out flying ensues.)

Applejack: Whoa there! (A bottle is smashed.) Easy, Rainbow Crash!

(Zecora trades yells with the pair for a few moments longer before Twilight bashes the door open, pawing the step as if ready to charge with the other three behind her.)

Twilight: What have you done with Apple Bloom? (Zoom out to frame Zecora.)

Zecora: (looking elsewhere) No! No!

(She lapses into her own tongue as Rainbow barrels across the place one more time. Cut to a close-up of a whirling lasso and zoom out to frame it in Applejack’s hoof; her rope has shrunk along with the rest of her. The loop sings out and snags Zecora’s ear, and its expert thrower soon leaps aboard to grapple with that bit of her head. The zebra is more concerned with the midair chaos than with having a pony twisting her ear; finally she addresses the four who have now entered her domicile.)

Zecora: Ponies! What is this you—

(Rainbow knocks the caldron over; zoom in to extreme close-up of Zecora.)

Zecora:        No! You know not what you do!

(Cut to the trickling green contents, which ooze toward the five full-sized sets of hooves; she continues o.s.)

                You’ve gone and spilled my precious brew!

Twilight: We’re on to you, Zecora! I didn’t want to believe that you cursed us, but the evidence is overwhelming!

Rarity: You made me look ridiculous!

Fluttershy: You made me sound ridiculous! (Pan to Pinkie.)

Pinkie: [You made me speak ridiculous!]

Twilight: You ruined my horn!

Zecora: How dare you!

(Cut to one wrecked area of the house, then to the dumped green concoction.)

Zecora: (from o.s.)        You destroy my home, destroy my work,

(Cut to frame the whole group.)

                        Then rudely accuse me of being a jerk?

Rainbow: You put this curse on us, now you’re gonna un-curse us!

(The furious zebra stands all the way up, causing the ponies to recoil with a gasp.)

Zecora:        It is unwise to venture down this road.

                Your actions will make my anger explode!

Twilight: (menacingly) Where is Apple Bloom?

(She lunges forward and ends up in head-butting standoff with Zecora—but the next word causes the spectators to turn toward the door.)

Bloom: (from outside) Zecora!

(The missing filly walks in, safe and sound and with a pair of saddlebags on her back.)

Bloom: I think I found all the things you asked for. (She gets an eyeful of the trashed interior.) What in Ponyville is goin’ on here? (Applejack gasps.)

Applejack: Apple Bloom! (Cut to Bloom; she continues o.s.) You’re okay!

Bloom: Why wouldn’t I be? (Twilight moves to guard her.)

Twilight: (rapid fire) Because Zecora is an evil enchantress who cursed us and was gonna cook you up into soup!

(During the previous, cut to the properly confounded little pony, then to the accused, who manages a grin. This gives way to laughter from both her and Bloom, leaving Twilight at a loss. Close-up of her.)

Bloom: (from o.s.) Oh, Twilight… (Cut to her.) …did those silly fillies finally get in your head? You know there’s no such thing as a curse.

Twilight: Apple Bloom, sweetie, you can’t just stand there and tell me this isn’t a curse. (She points at the other afflicted on “this.”)

Bloom: (crossing to Zecora) This isn’t a curse.

Zecora:         If you will remember back,

                The words I spoke were quite exact.

(Wavering dissolve to a flashback of her in the forest, warning the group.)

Zecora:        Beware! Beware, you pony folk!

(Dissolve to the blue flowers surrounding Bloom’s hooves; she continues o.s.)

                Those leaves of blue are not a joke!

(Dissolve back to Bloom’s hooves on the hut floor and tilt up to frame her.)

Bloom: It was a warnin’, about that blue plant. It’s called “Poison Joke.”

Zecora:        That plant is much like poison oak,

(chuckling)        But its results are like a joke.

(Applejack pokes out of her mane.)

Applejack: What in the hay does that mean?

Zecora:         It means this plant does not breed wrath.

                Instead, this plant just wants a laugh.

Applejack: Will somepony please talk normal?

Twilight: I think what she’s saying is that when we ran in to save Apple Bloom, we ran into the Poison Joke.

(During this line, the view undergoes a wavering dissolve to a flashback of them standing before the stretch of blue foliage. Zoom out, then dissolve to a pan across the full-sized five in their present goofy conditions, reaching her last. Rainbow has shed the makeshift bridle that Applejack rigged up to help guide her in.)

Twilight: All of our problems are just little jokes it played on us.

Applejack: Little jokes?!? Very funny. (Each speaker steps forward in turn.)

Rainbow: Okay, fine. But…what about the caldron?

Fluttershy: And the chanting?

Rarity: And the creepy décor?

(Zecora eyes a couple of masks that have wound up on the floor.)

Zecora:         Treasures of the native land where I am from.

(Close-up of one, shifting to the other as she continues o.s.)

                This one speaks “hello,” and this, “welcome.”

Rarity: Not welcoming at all, if you ask me.

(Pan to another sculpture as she speaks—an alligator-like creation with vines for hair, lying amid smashed bottles.)

Zecora:         The words I chanted were from olden times—

                Something you call a nursery rhyme.

(On “you,” she points ahead and the camera cuts to a puzzled Twilight on the receiving end.)

Twilight: But—the caldron! The Apple Bloom soup? (Back to Bloom, who has shed her bags.)

Bloom: Looky here, Twilight. That pot of water wasn’t for me, it was for all these herbal ingredients.

(Cut to an open book on a table; Twilight walks over to skim it.)

Bloom: (from o.s.) The cure for Poison Joke is a simple all-natural remedy. (Cut to her, lifting Applejack on one hoof.) You just gotta take a bubble bath.

Twilight: But I tried to find a cure in all my books and couldn’t find anything.

(Close-up of this one, which displays the vine-haired mask seen in the corner.)

Twilight: (from o.s.) What book has this natural remedy?

(One striped hoof reaches into view and closes it. The cover is green and shows a plant—an exact duplicate of the one Spike found in the library.)

Zecora: (from o.s.)         Here is the book, you see? (Cut to frame both.)

                        Sad that you lack it in your library.

Twilight: (chastened) Actually, I do have this book, but I didn’t look inside because the title was so…weird. (Zecora opens it; she reads the title.) Supernaturals. Natural Remedies and Cure-Alls That Are Simply Super. I…I…I’m so sorry, Zecora. I had the answer the whole time, if only I’d bothered to look inside.

Zecora: (chuckling, looking over the group)

                Maybe next time, you will take a second look

                        And not judge the cover of the book. (Bloom laughs.)

 

[Animation goofs: Her saddlebags and Rainbow’s bridle reappear briefly during the previous sequence.]

Twilight: Zecora, would you be kind enough to mix up another batch of the herbal bath?

Zecora:        Mix it up, I certainly will,

                Yet I am missing an herb from Ponyville.

Bloom: But whenever Zecora comes to town, all the shops are mysteriously closed.

Twilight: Oh! Well… (smiling) …I think we can help you with that.

(Dissolve to an overhead view of the town square, which is now filled with activity. Zoom in and cut to three earth pony mares standing outside the herb/flower shop. They are the same ones who collapsed in the street during the rabbit stampede of “Applebuck Season”—Daisy, Lily, and Rose. Daisy points down the street; close-up of her.)

 

Daisy: Look, Rose! How awful! (Pan to Rose.)

Rose: The wicked enchantress has cursed them all! (Zecora and the ponies come along the street.)

Lily: The horror! The horror!

(She bails out to the accompaniment of panicked screams. Rose bolts into her house, slamming the door; the other two charge toward the shop.)

 

Daisy: Run!

 

(The door slams behind them, but she opens it a crack in answer to Twilight’s knock.)

 

Twilight: Daisy, we need to talk.

(Dissolve to a close-up of the side of a large hot tub and tilt up. Fluttershy and Rarity are enjoying the bath, the latter restored to normal appearance. A rack of towels stands behind the pair. On the next line, zoom out to frame Twilight off to one side in the tub.)

Twilight: (voice over, dictating) “Dear Princess Celestia…” (She dunks her head.) “My friends and I all learned an important lesson this week.”

(A whoop causes Fluttershy and Rarity to look upward as a growing shadow falls over them—and here comes Pinkie from above for a belly flop.)

Twilight: (voice over) “Never judge a book by its cover.” (Huge splash; both Twilight and Pinkie come up healed and laugh.) “Someone may look unusual or funny or scary, but you have to look past that and learn who they are inside.”

(Longer shot of the room. A semicircular platform runs around the back half of the tub, with a set of steps leading up to it from the floor. Zecora and Bloom are standing up here, while Rainbow hovers nearby with her wings back on straight; a potted plant and a bucket filled with bottles of bath additives sit with the towel rack. The accessories indicate that this place is a spa. As Twilight continues, the three not in the water add more herbs to it, Zecora and Bloom smile at each other, and Rainbow lowers herself into the tub with a relaxed sigh.)

Twilight: (voice over) “Real friends don’t care what your cover is. It’s the contents of a pony that count. And a good friend, like a good book, is something that will last forever. Your faithful student, Twilight Sparkle.”

(An earth pony mare joins Zecora and Bloom on the platform. Her coat is light blue, her mane and tail pink and glossy, and her eyes bright blue with very light blue shadow on the lids. The mane is held back with a broad white headband, and she sports a close-fitting shirt collar in the same color set with a pink gem and has a lotus-blossom cutie mark. The voice of Lotus carries a heavy Eastern European accent; her words indicate that she works at this facility.)

Lotus: Miss Zecora, I would love to get the recipe for this bath. It’s simply luxurious!

(The zebra smiles proudly in close-up.)

 

Bloom: (from o.s.) Applejack! (Smile fades; pan/tilt down to her.) Hey! Where’s Applejack?

(The five bathing ponies look frantically around themselves in the water, but stop at the sound of her voice—returned to its original pitch.)

Applejack: (from o.s.) I’m right here…

(Pan/tilt down to floor level, where she has grown back to normal size and is sitting with her rump wedged into a teacup. She got her own small bath and has quickly felt its effects.)

Applejack: …little sis. I ain’t tiny no more.

Rarity: Oh, I have never felt so lovely in all my life!

(Pinkie pops up next to her and starts yakking at full speed—and, for good or ill, completely intelligibly.)

Pinkie: Oh, my gosh! I never realized how horrible it is, not to be able to talk! (Cut to Rainbow, who covers her ears with a groan; she continues o.s.) I mean, I love talking so much, and when I couldn’t talk anymore, my tongue was all— (Back to her, she sticks it out.) —it was the worst! Don’t you agree, Fluttershy?

(Fluttershy turns this over for a moment or three, then opens her mouth and speaks.)

Fluttershy: Yes.

(That one word, in her normal sweet voice, confirms the effectiveness of Zecora’s remedy on all six mares. As the camera zooms out slowly, revealing lounge chairs and a mirror at the periphery of this tub room, Pinkie aims a sidewise glance at the camera and the other five have a laugh with Bloom and Zecora. Fade to black.)


SWARM OF THE CENTURY

Written by M.A. Larson

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

 

Transcribed by Alan Back (ajback@yahoo.com)

 

Prologue

 

(Opening shot: fade in to a quiet stretch of the park outside Ponyville during the day. As birds and butterflies cross the screen, pan to Fluttershy at a stretch of flowers. A few critters watch her pluck a bloom in her teeth and add it to the full basket on her back. Singing to herself, she trots over to a different spot and picks another one; a squirrel hurries up with a dandelion whose head has already gone to seed. A tug at her tail brings her around in a crouch to examine the offering.)

 

Fluttershy: Thank you, little squirrel. But remember, these flowers are for Princess Celestia. Only the prettiest ones will do.

(A gust of wind strips the seeds away, leaving a bare stem that droops in the squirrel’s paws. It sheepishly hides this behind its back, then darts away to find something else and she returns to her singing and gathering. A basket of apples has been placed on a nearby hill—evidently Applejack has been at work as well. A short chirping noise throws a scare into her, and she cries out and dives behind the basket, dropping her flowers. She peeks out warily and sees two pairs of spindly insect legs reach up over a rock. Attached to the legs is a small, spherical blue body with enormous green eyes that have no trace of whites or pupils, two pairs of fly wings, and a small smiling mouth. It chirps happily, and Fluttershy eases closer to it with a smile; the thing is a bit smaller than her eye.)

 

Fluttershy: Hello, little guy. I’ve never seen anything like you before.

 

(It flies past and stops to sniff an apple that has fallen from the basket.)

 

Fluttershy: Oh! Are you hungry?

 

(She crushes the apple to pulp under her hoof and pushes it forward.)

 

Fluttershy: Here you go.

 

(Instead of taking the proffered food, the creature turns around, opens its mouth impossibly wide, and devours every apple in the basket. The empty container falls over on its side as Fluttershy stares in amazement and gasps; it flutters back around her head.)

 

Fluttershy: I guess you were hungry.

 

(It coos happily and tucks itself into her mane, by the neck; she instantly falls in love.)

 

Fluttershy: You’re the cutest thing ever. (trotting off) I can’t wait to show you to my friends.

 

(Zoom in on the apple basket and snap to black.)

 

 

OPENING THEME

 

 

Act One

 

(Opening shot: fade in to the exterior of the library and zoom in slowly.)

 

Twilight Sparkle: (from inside) Oh, hurry up, Spike!

 

(Cut to the baby dragon, carrying books across the cluttered reading room.)

 

Twilight: (from o.s.) This place isn’t gonna clean itself!

Spike: (under his breath, stacking them) It also didn’t mess itself up.

 

(Zoom out; he hoists the stack while she plies a feather duster using her magic.)

 

Twilight: Princess Celestia will be here tomorrow!

Spike: I thought this was just an unofficial, casual visit.

Twilight: There’s nothing casual about a visit from royalty! I want this place to be spotless, and you’ve barely made a dent in the clutter!

 

(Spike climbs the ladder to reach higher shelves, straining to haul several books.)

 

Spike: Maybe you should…start reading them…one at a time!

 

(He finally overbalances and tumbles to the floor; Twilight dusts the pile from which he emerges with a book on his head.)

 

Twilight: Everything’s got to be perfect. No time for fooling around!

Spike: You know, this would be an awful lot easier if there weren’t two of us here, getting under each other’s feet.

Twilight: Great idea. (She zips the duster to him; the book falls off his head.) You clean, I’ll go see how everyone else’s preparations are coming. (She trots away.)

Spike: Or maybe I should…

 

(Too late; she is out the door, and he lets off a frustrated growl before the door slams shut. Cut to the high-strung unicorn as she trots through the park, whose trees are now bedecked with flowers and banners. The spectacle brings a smile to her face; elsewhere, the bridge over the stream, and even the stream banks themselves, form just part of the decoration effort put forth by the crews of hardworking ponies. She stops in front of a banner being hoisted between two poles by a pair of earth pony mares, one of whom is Carrot Top, and sees its message: “Welcome Princess Celest.” Cut to a slow pan from end to end. The I in “Princess” has been dotted with a heart, and the lettering is not very neat. Zoom in on the spelling error, then cut back to her.)

 

Twilight: What happened to the rest of her name?

Carrot: We couldn’t fit it all in.            

Twilight: You can’t hang a banner that says “Welcome Princess Celest”! Take it down and try again.

 

(She gallops off, missing the double eye roll that they send after her, and stops near another earth pony mare who is watering some flowers. She is a very pale cream color, with blue-green eyes and a curly pink/dark blue mane/tail, and has a cutie mark of three wrapped candies. This is Bon Bon.)

 

Twilight: That looks perfect. Keep up the good work!

 

(Now she approaches Sugarcube Corner; inside on the shop floor, Mr. Cake is carrying a cake on his back toward a table already loaded with desserts. Other treats stand on countertops and side tables. He catches the edge of the platter in his teeth and neatly slides the cake in with the rest of the spread, then carries the empty back as Mrs. Cake applies a rolling pin to a mass of dough. Twilight pops up at the door, whose top half is open.)

 

Twilight: Hello, Mr. and Mrs. Cake. How’s the banquet coming?

Mrs. Cake: (uneasily, pointing ahead) Uh…

 

(Quick pan to a close-up of one end of the table. Virtually every food item has had a bite taken out of it, as seen during a pan along its length.)

 

Mrs. Cake: (from o.s.) …it would be coming a little better if… (She trails off.)

 

(Here stands a large two-tier cake topped with a crown; it starts out intact, but swiftly disintegrates under Pinkie Pie’s assault from behind. Within seconds she has devoured the whole thing, leaving only splatters on the table, a swath of white frosting that covers the lower half of her face to resemble a full beard and mustache, and the crown on her head. Noticing the mess on her face, she licks herself clean just in time for Twilight to see the damage and freak out.)

 

Twilight: Pinkie, what are you doing?! Those sweets are supposed to be for the Princess!

Pinkie: (nervously tapping front hooves together) I know. That’s why I’m tasting them. Somepony needs to make sure that everything is tasty enough to touch the royal tongue!

 

(The last few words are slightly garbled due to sticking out her tongue and showing the food still on it, an image Twilight finds revolting. Now the sugar-rushing pink pony reels it in and zips to an open area of the floor.)

 

Pinkie: (haughty tone, trotting across floor) And I, Pinkie Pie, declare that these treats are fit for a king, or a queen, or a princess!

 

(She winds up next to an untouched cake and is about to hork it down, her crown falling off, before Twilight gives her a very nasty look to stop her cold.)

 

Fluttershy: (from o.s.) Twilight! Pinkie! (Cut to the door, now open; she bounds in.) You won’t believe…

 

(She skids to a stop and winds up sitting on her haunches, the camera zooming out to frame the other two watching her.)

 

Fluttershy: Oh. I’m sorry. I…am I interrupting?

Pinkie: No, not at all. Come on in and make yourself at home.

 

(Now she lashes out her tongue, pulls the entire cake into her mouth, and swallows it in one throat-stretching bite. Twilight has no idea what to make of this bit of digestive idiocy. Back to Fluttershy, who is standing again.)

 

Pinkie: (from o.s.) What’s going on, Fluttershy?

Fluttershy: You won’t believe what I found at the edge of the Everfree Forest.

 

(She addresses herself toward her mane as the camera zooms in on her neck.)

 

Fluttershy: (coaxing) Come on out, little guy. It’s okay.

 

(The little blue creature she encountered in the prologue peeks out with a happy little coo and flies out—followed, to her considerable surprise, by a yellow and a gray one. She gasps softly.)

 

Fluttershy: Three? (Twilight moves closer.)

Twilight: They’re amazing! What are they? (They fly around the pair.)

Fluttershy: I’m not sure. I’m also not sure where these other two came from.

Twilight: I’ll take one off your hooves. (The yellow one lights on her foreleg; she cuddles it.) I’ve never seen anything so…adorable! (It flits around her head.) Besides, it’ll be nice to have a companion for Spike so he won’t bother me so much while I’m studying.

Fluttershy: Pinkie, do you want the other one?

Pinkie: (sticking tongue out) Blecch! A parasprite?! Are you kidding?! (She trots past the pair.)

Fluttershy: “Ugh”?

Twilight: A para-what?

Fluttershy: How could you not like— (Pinkie, now at the door, groans impatiently.)

Pinkie: Now I gotta go find a trombone!

 

(Fluttershy, with one parasprite in her mane, and Twilight, with two on her back, trade a puzzled look.)

 

Twilight: A what?

Pinkie: A trombone! You know…

 

(Sitting on her haunches, she mimics the horn’s sound while moving one foreleg in and out to show the slide in motion. A moment later she is gone, and Twilight sighs.)

 

Twilight: Typical Pinkie.

 

(Her yellow parasprite hovers up at cheek level with an affectionate coo. Wipe to the exterior of the Carousel Boutique and zoom in slowly, then cut to Rarity and Rainbow Dash in its ground-floor showroom. Rainbow is standing on a table and dressed in a very high, ornate, curled wig that would have done Madame de Pompadour proud, along with a lacy, form-fitting, gold-trimmed magenta outfit and gold shoes on all four hooves. She fidgets impatiently at having been pressed into dressmaker’s-dummy duty; Rarity eyes one bit of the rig closely, pins clamped in her teeth.)

 

Rarity: Stand still, Rainbow Dash! (Rainbow sighs.)

Rainbow: I can’t! (trying to fly; Rarity holds her tail down) I need to fly! (She lands; Rarity lets go.) This is way too boring for me. (Rarity lets the pins drop.)

Rarity: Do you want to look nice for Princess Celestia or not?

 

(The two glare at each other as the camera zooms out slightly and Twilight enters. This movement exposes two similar outfits on mannequins.)

 

Twilight: Wow! Rarity, those outfits are gorgeous!

Rarity: (chuckling) Thank you, Twilight. Nice to know someone appreciates my talents. (Rainbow groans and pulls at her face.)

Rainbow: So boring!

 

(The conversation is interrupted by the sound of parasprite chirps; Rarity steps suspiciously toward Twilight.)

 

Rarity: Huh? (Rainbow hovers near.)

Rainbow: What’s that sound, Twilight?

 

(It proves to be coming from a light blue one that pops out of her mane; from behind it come two others, a dark blue and the yellow one she started with.)

 

Rainbow: Wow! What are they?

Twilight: The better question is, where did they come from? I only had one a minute ago. (Rainbow grabs one.)

Rainbow: Uh, I’ll take one!

Rarity: Me too! Oh, they’re perfect!

 

(Pinkie arrives at the shop, slightly out of breath.)

 

Pinkie: Does anypony know where I can find an accordion?

 

(Zoom out to frame the other three, all cooing over their acquisitions.)

 

Pinkie: (waving, standing on hind legs) Gals! Hel-lo? This is important! (She drops back to all fours with a groan.) Thanks a lot!

 

(She storms off. Dissolve to the exterior of the library that evening, with only one window lit, then cut to Twilight’s room. She worriedly surveys the sparkling-clean area from her loft, while Spike sleeps in his basket.)

 

Twilight: Oh, the decorations, the banquet… (looking out window) …I really hope everything comes together in time for tomorrow.

 

(Close-up of the basket; a parasprite is nestled in next to the slumbering dragon, and both are snoring happily away. Twilight smiles tenderly over the pair and yawns.)

 

Twilight: (drowsily) What’s there to worry about?

 

(Cut to the library exterior; the lit window goes dark, marking her turning in for the night, and Spike his bunkmate keep snoring away. Around the building, the sky lightens into morning as many more tiny snores join the chorus. Cut to an extreme close-up of Twilight’s face; she eases one eye partway open, then pops both lids up in sudden surprise. The camera zooms out, exposing many, many more parasprites sleeping in the bed and headboard. She sits up, disturbing several.)

 

Twilight: Spike!

 

(She falls to the floor and dashes to his basket, which is also overpopulated—including two that have nestled on his eyes.)

 

Twilight: Wake up! What happened? (He sits up.)

Spike: Huh? (He screams and yanks the parasprites off his eyes.) What’s going on?

 

(They now see that the entire room is swarming with the critters.)

 

Twilight: Where did they come from?

Spike: I don’t know. The little guy got hungry in the night, so I gave him a snack, but I have no idea where these others came from.

 

(During this line, they have all flitted o.s. A loud crash and quick pan to the bookshelves show them rapidly undoing the cleanup efforts, dumping books and scrolls every which way.)

 

Spike: (from o.s.) Oh, no! (Back to him.) They’re messing up all my hard work!

 

(Cut to just inside one of the shelves; the swarm has begun turning the entire place upside down now. Back to the pair.)

 

Twilight: The Princess will be here in a few hours!

 

(She gallops away, and Spike tries vainly to grab a scroll from the parasprite that is flying it across the loft. Down below, Twilight levitates her feather duster to shoo a few away.)

 

Twilight: Spike, help me round up these little guys!

 

(Quick pan to him, trying to keep his balance while carrying a basket stacked high with them.)

 

Spike: What does it…look like I’m…doing?

 

(Gravity finally gets the better of him, dumping the parasprites out of the basket to bury him; Twilight quickly plies the duster and digs him out.)

 

Spike: (wearily) I know, I know. Stop fooling around.

 

(Wipe to a high overhead view of Ponyville and tilt up to frame Rainbow’s cloud house, then cut to a close-up of the young flyer. She is napping on a couch sculpted from a cloud, and out of the getup she was modeling for Rarity. Her quiet snoring is cut off when her parasprite pops up with a chirp, waking her up—and then one after another starts to appear.)

 

Rainbow: Huh?…Huh?!

 

(Several perch on her head, back, forelegs, tail; she angrily waves them off, but they resume their positions immediately. Leaping up with a scream, she shakes them loose and zooms to a nearby cloud, where she keeps trying to beat them back. First her forelegs are caught, but she gets free.)

 

Rainbow: Get off me!

 

(Next they pile on her head, get waved off, then shift to her belly so that they resemble a bikini worn by a woman. Their next move is to her face, where they form a living beard; now she cannot dislodge them after repeated attempts, and she finally screams in frustration and flashes away with others in pursuit.)

 

(Wipe to the showroom of the Carousel Boutique, which is now filled with these things; some of them are holding up fabric samples. On the next line, pan to Rarity at a worktable, inspecting a swatch being held aloft.)

 

Rarity: Not only are you adorable, but you’re also quite useful.

 

(She strokes the nearest one, but it begins to retch and gag instead of cooing.)

 

Rarity: Oh! Are you okay?

 

(It hocks up a wad of brown goo that nails her squarely in the eye; she cries out and gasps, then wipes it off.)

 

Rarity: Ewwwww!

 

(The glob quickly sprouts wings, legs, and a face to become a brand-new parasprite—a display that prompts Rarity to cry out in revulsion and wave it away.)

 

Rarity: Gross, gross, gross! No creature that behaves so revoltingly is allowed in my boutique!

 

(Another one yaks up an offspring and she screams in fear and disgust. Wipe to just outside the front door; she walks out, bulging saddlebags on back, as Pinkie comes bouncing up.)

 

Pinkie: (pulling out a harmonica) Look, Rarity! Applejack loaned me a harmonica!

 

(She blows a quick riff as the cover of one bag shifts slightly to expose the parasprites stuffed into it.)

 

Pinkie: Isn’t that great? (The critters chirp; Rarity shoves the cover down and Pinkie gasps.) And not a moment too soon!

Rarity: (grunting under weight) Pinkie, I’m a little busy right now.

Pinkie: And I’m not? You know how many more instruments I’ve gotta find? (poking Rarity in chest) A lot! That’s how many! (throwing foreleg over her shoulders) Now if we split the list between us, we might just make it in time. (Rarity pulls loose.)

Rarity: Please, Pinkie! (walking away) I don’t have time for some silly scavenger hunt. I’ve got a real problem.

Pinkie: You’ve got a real problem, all right—and a banjo is the only answer!

 

(She races away without catching the perplexed glance that the encumbered unicorn tosses after her. Wipe to Twilight, galloping along a road with her own set of jam-packed saddlebags; she stops with a gasp upon meeting Rarity coming from the opposite direction.)

 

Rarity: Huh?

 

(Close-up of Twilight’s load—pulsating with parasprites—and zoom out to frame Rarity looking closely at it.)

 

Rarity: I see we’re having the same problem.

Rainbow: (from o.s., distant) Ditto!

 

(She flashes into view and stops in midair to shake off the ones still clinging to her, then flies off as they give chase.)

 

Twilight: Fluttershy knows everything about animals. (galloping away; Rarity follows) I’m sure she can tell us how to stop them from multiplying.

 

(Cut to them, now at the door of Fluttershy’s cottage. Before Twilight can knock, it bursts open to release a huge swarm of the flying things that engulfs the two ponies.)

 

Twilight: (scared) Or not.

 

(Snap to black.)

 

 

Act Two

 

(Opening shot: fade in to a visibly unsettled Twilight, Rarity, and Rainbow standing amid a cloud of parasprites. The unicorns still have their saddlebags; Twilight voices a strangled yelp.)

 

Twilight: Do something, Fluttershy!

 

(A longer shot reveals that they are just inside her front door. Small houses for birds and other animals have been mounted at various heights, with small staircases running up to some of them—including one placed by the chimney of a fireplace/stove. A few mouse holes can be seen in the baseboards. The air is thick with these flying pests; Fluttershy, panicked, bounds into view among them.)

 

Twilight: Can’t you control them?

Fluttershy: I’ve tried everything I know! I’ve tried begging, and pleading, and beseeching, and asking politely, and— (She darts o.s.)

 

(Rainbow makes a noise of disgust as the camera zooms in on the violet unicorn’s terror-stricken face. The view undergoes a wavering dissolve to a quiet Ponyville street, seen in soft focus. Pan to Princess Celestia in her pegasus-drawn chariot, the same one that brought her and Luna to Ponyville at the end of “Elements of Harmony.” She is suddenly engulfed by a shadow that is thrown by a swarm of overhead parasprites; they fall on her in a mass and carry her screaming into the air toward the mountains.)

 

(Wavering dissolve back to Twilight, now outside.)

 

Twilight: If we can’t get them under control before the Princess arrives…

 

(Longer shot. She, Fluttershy, Rainbow, and Rarity are now outside the cottage door, as are too many parasprites. The two unicorns no longer wear their saddlebags.)

 

Twilight: …it’ll be total disaster! (One coughs up a kid in front of Rarity.)

Rarity: Ewwww! If you ask me, it’s already a total disaster!

 

(Cut to Applejack, hauling a full apple cart toward the cottage.)

 

Applejack: Here’s all those apples you wanted, Fluttershy— (She stops.) —but I still can’t figure why you need so many.

 

(She gets her answer when several of the little menaces consume the entire load in a lot less than ten seconds flat. The harvester is not amused.)

 

Applejack: Hey!

Fluttershy: What do we do? (Twilight gasps happily.)

Twilight: I got it! Nopony can herd like Applejack.

Rainbow: Yeah! We can drive ’em back into the forest! (Zoom out to frame Applejack, who sighs; now unhitched from the cart.)

Applejack: I’ll rassle ’em up, but I’ll need everypony’s help to do it. (pointing) Twilight, you and Rarity wait over there. I’ll herd the little critters straight at you like a funnel. (They gallop off; Fluttershy and Rainbow fly over.) Rainbow Dash, you and Fluttershy stay on top of ’em. Don’t let ’em fly away.

Rainbow: (saluting) Aye-aye! (She and Fluttershy fly ahead.)

Applejack: (rearing) Yee-haa!

 

(She charges after the critters in question, forcing them to fly ahead of her and gradually concentrate into an increasingly smaller space. Those at greater heights begin to drift downward as the two pegasi make pass after pass. A few other flee before Twilight’s rush, but they and all the others soon find themselves clumped into a single huge ball.)

 

Applejack: All right, y’all. Here goes nothin’!

 

(Her next charge sets the mass rolling; as she brings up the rear, Twilight and Rarity take point, with Fluttershy and Rainbow keeping pace above Applejack.)

 

Applejack: Look out, Rarity! That one’s fixin’ to get away! (Cut to Rainbow; one breaks loose and she continues o.s.) Keep a lid on ’em, Rainbow Dash!

 

(The Technicolor pegasus backs the runaway up into the ball.)

 

Applejack: Hold on, girls! We’re almost there!

 

(Close-up of Twilight, who is clearly enjoying both the exercise and the success of her idea to recruit Applejack, then zoom out. She is surprised to find Pinkie matching her stride for stride.)

 

Twilight: Pinkie!

Pinkie: Twilight! We don’t have much time!

Twilight: You’re telling me! The Princess could arrive at any moment!

Pinkie: (smiling) Exactly! That’s why I need you gals to drop what you’re doing and help me find some maracas!

 

(On this last word, she bends her neck 90 degrees to her left, toward Twilight, and swivels her head slightly upward to see the unicorn from the top corners of her eyes. The words and the maneuver leave Twilight even more puzzled.)

 

Twilight: Maracas? Pinkie, we’ve got much bigger problems than missing maracas! (Pinkie straightens up and gasps.)

Pinkie: You’re right! Getting a tuba has to be our number-one goal! (diving away) Follow me!

 

(No takers—so she zips into view again, this time galloping backwards so she can look Twilight straight in the face.)

 

Pinkie: I said, follow me! (Zoom out slightly, Rainbow is above them both.)

Rainbow: (annoyed) Pinkie Pie, you are so random.

Pinkie: And you are all so stubborn!

 

(On this line, she puts her legs in forward gear and races back along the road past Applejack.)

 

Applejack: Forget her, ladies. Focus! Head ’em up and move ’em out!

 

(The spherical herd rumbles away from Ponyville, and Applejack hits the brakes just before it barrels into the Everfree Forest.)

 

Rainbow: All right!

 

(Fluttershy holds out her front hooves, and Rainbow slaps her some skin—hard enough to make her wince.)

 

Fluttershy: Ouch.

Twilight: We did it! (Fluttershy and Rainbow land.) Nice work, Applejack! (Cut to Applejack and the pegasi.)

Applejack: Couldn’t-a done it without y’all. (Back to Twilight on the next line.)

Twilight: Now let’s get back and clean up the mess they made before the Princess arrives.

 

(She starts ahead. Wipe to the exterior of Fluttershy’s cottage as they arrive.)

 

Twilight: Okay. Everyone knows what to do, right? We gotta work extra hard to make up for lost time.

 

(The property owner drops in front of the door, gets the handle in her teeth—and is immediately beset by another huge parasprite swarm as soon as she opens it. The wake of their massed flight causes Rainbow to drift out of view and nearly blows Twilight, Applejack, and Rarity off their hooves.)

 

Twilight: Where did they come from? (One pops up near Fluttershy.)

Fluttershy: (sheepishly) Well…I may have kept just one. (Soft chuckle.)

 

(It jumps up and down on her back as another flips Applejack’s hat off her head and all three onlookers put all the fury they can into their eyes.)

 

Fluttershy: I couldn’t help myself. They’re just…so…cute.

Twilight: We don’t have time to keep rounding up these things! (Cut to Applejack and Rarity; she continues o.s. Applejack has her hat back.) What do we do now?

 

(Rainbow lands behind them, now with a pair of goggles propped on her head. Zoom in on her.)

 

Rainbow: We call in the weather patrol!

 

(Taking off straight up, she cruises over the scene as Twilight, Applejack, and Rarity try to cope with the infestation. Fluttershy is nowhere in sight, having apparently ducked back into her cottage.)

 

Rainbow: (pulling goggles over eyes) Time to take out the adorable trash.

 

(With a savage yell, she plunges toward the airborne annoyances and zips around in all directions, streaking the air behind her. In due time she whips up a tornado that quickly sucks in the entire swarm as it roves across the meadow. To avoid being swept away by the wind, Twilight grabs a fence post, Applejack—having lost her hat again—bites down on Twilight’s tail, and Rarity seizes a shrub. Elsewhere, the twister keeps doing its work.)

 

Twilight: (from o.s.) Way to go, Rainbow Dash! (Twilight and Applejack let go.)

Applejack: Looks like our problems are solved!

 

(The combined sound of Pinkie’s voice and clashing cymbals startles both of them.)

 

Pinkie: (from o.s.) They will be with these cymbals!

 

(Quick pan to her on the end of this. She trots along with a pair of cymbals slung on a cord around her neck, the wind and her motion causing them to bang together repeatedly. A particularly strong gust snaps them free of the cord and carries them away.)

 

Pinkie: Hey! Gimme those back!

 

(The two brass disks are swiftly pulled in, forcing Rainbow to duck with a yell time after time as they whirl around her. As a result, the tornado begins to bend and swerve crazily on the path.)

 

Rainbow: (from inside) I can’t hold it! She’s breaking up!

 

(She is finally thrown clear, slamming into a tree back first, and Twilight gapes at the sight of thousands of parasprites escaping from the rapidly shrinking twister and making a beeline for Ponyville. The would-be percussionist soon finds an irate violet unicorn facing her.)

 

Twilight: Pinkie Pie… (Applejack, Rarity join her; the former with hat back on) …what have you done?!? (Longer shot; Fluttershy hovers above them.)

Pinkie: I’ve lost a brand-new pair of cymbals, that’s what I’ve done!

Twilight: Will you forget about your silly instruments for one second? You’re ruining our efforts to save Ponyville!

Pinkie: Me? Ruin? I’m not the ruiner! I’m the ruin-ee!…or is it “ruin-ess”? (sitting on haunches to think) “Ruin-ette”? (Applejack zips up near her.)

Applejack: Come on, girls. (Zoom out to frame all but Rainbow.) There’s no reasonin’ with that one. (as the other four gallop/fly off) She’s a few apples short of a bushel.

Pinkie: (calling after them) Hey! I’m trying to tell you all that the ruining is on the other hoof—if you’d just slow down and LISTEN TO ME!

 

(She is left alone to fume in the middle of the road. Dissolve to a street in Ponyville, filled with both a cloud of parasprites and several ponies who stare contentedly up at them. One perches on the hoof of Bon Bon, who stands at a table outside Sugarcube Corner, then surprises her by gobbling down the slices of cake and pie that stand on the table. Bon Bon gasps in surprise at this split-second gluttony, while her unicorn mare companion is on the verge of tears. The latter is Lyra Heartstrings—mint green coat, powder-blue mane/tail with a white streak, amber eyes, lyre cutie mark. Elsewhere, a mare starts to water her garden, only to have a horde eat it down to the dirt in an instant. A slow pan down the street gives a clear view of the devastation being wrought by the parasprites on anything remotely edible. Cut to Twilight and all her friends, save Pinkie, and zoom out as they stare helplessly at the chaos. Rainbow has put her goggles away.)

 

Fluttershy: What do we do? They’re eating all the food in town! (Applejack gasps.)

Applejack: My apples! (She gallops off.)

Twilight: We’ve gotta do something!

 

(She finds herself face to face with a parasprite that is carrying an apple cupcake, no doubt swiped from Applejack’s inventory. Her eyes pop and she smiles as it drops the treat and flies off.)

 

Twilight: I got it! I’ll cast a spell to make them stop eating all the food!

 

(She hunkers down and throws a wide-angle beam from her horn that quickly washes over the entire town. Two stop in their tracks above they are about to eat; others grimace and pop their eyes open, dazed; and Twilight and company find themselves surrounded by placid critters that are, for once, eating absolutely nothing. Pinkie zips up, a pair of loaded saddlebags on her back.)

 

Pinkie: Look! Tambourines! If you could all just…

 

(Getting no response from the incredulous quartet, she growls in frustration and gallops off; the tremors of her flanks rattle the tambourines’ shakers. One of the pests flies to an apple in an otherwise empty basket on the ground and sniffs at it, prompting a worried gasp from Twilight—and then it frowns and gives a disdainful little chirp, refusing to eat. The unicorn sighs in relief as nervous sweat runs down her face.)

 

(Its next trick is to open wide and gulp down the basket, apple and all, then spit the fruit out untouched. Another chows down on the Sugarcube Corner sign, a third eats the light fixture on a lamppost, and a swarm decimates the roof of a nearby house. A produce cart is next to go—but not the apples on it, one of which rolls to a stop in front of Rainbow.)

 

Rainbow: (sarcastic chuckle, to Twilight) Hey. It worked. (pointing at apple) They’re not eating the food anymore.

 

(The spellcaster cringes at these words, trying to smile at this spectacular backfire: she has inadvertently switched the parasprites on to targeting anything that is not food. Fluttershy and Rarity stare openmouthed at the pesky things, two of which are trying to eat a gold horseshoe. Zoom in on Rarity as a sudden, horrifying thought strikes her.)

 

Rarity: Oh, no. If they get inside my store… (completely freaking out) …EVERYPONY FOR HERSELF!!

 

(She races off. Cut to the exterior of the Carousel Boutique as she barrels toward the front door; in its showroom, her worst fears are quickly confirmed.)

 

Rarity: My outfits!

 

(Two of them are eaten right off the mannequins, and a third starts to meet the same fate until Rarity waves its eater off.)

 

Rarity: Go on! Shoo! Get out, you naughty, naughty—

 

(It coughs up a new parasprite and she backs away, revolted; the sound of more young being hocked into the world unbalances her sense of decorum even more. Finally she jumps onto a stool and huddles among the madness with a cry of terror.)

 

Pinkie: (from o.s.) I’ll save you!

 

(Cut to the open front door, where the pink pony has just entered without her saddlebags. Letting the sunlight silhouette her for a moment, she tromps resolutely across the floor as Rarity gives her a look of pure admiration. This turns to puzzlement as Pinkie marches past her without stopping and puts her lips to the mouthpiece of a recorder lying on a table at the far side of the room. She blows a few notes and gallops away with it, leaving Rarity to voice an ear-shattering scream amid the infestation that threatens to eat her business into the ground.)

 

(Cut to a gate in a fence that surrounds one of the Sweet Apple Acres orchards. It has been blockaded with covered wagons, a cart, and an overturned table, and Applejack, Big Macintosh, and Granny Smith are standing guard. Macintosh and Granny have a flyswatter and a pitchfork clamped in their teeth, respectively; Granny wears a pot on her head for a helmet.)

 

Applejack: No woodland creature’s gonna eat the Apple family’s crops!

 

(Her perspective: the swarm comes straight at them.)

 

Applejack: Brace yourselves, y’all! (Back to the three.) Here they come!

 

(Ducking behind the table for a moment, she comes up with a pesticide sprayer in her teeth and aims it straight ahead. Before she can use it, and much to the family’s surprise, the swarm turns off to one side without storming the blockade. Instead, it eats the roof and siding off the barn to leave only the wood frame, which collapses to the ground. All three drop their weapons, stunned, and Applejack gasps.)

 

Applejack: Didn’t see that one comin’.

 

(Which is literally true, since she bugged out before Twilight cast her spell. Snap to black.)

 

 

Act Three

 

(Opening shot: the exterior of the library. All is quiet here until the camera cuts to the reading room, which is as hopelessly overrun as the rest of the town. Twilight races in and sees the parasprites wreaking havoc; several are carrying books through the air, and Spike peeks out from under his basket.)

 

Spike: Help!

 

(A book bounces off the basket, slamming it down on top of him; he lifts it clear again as Twilight dodges a throw. At floor level, one eagerly licks an exposed page; she gasps from o.s., and the next shot is of another, complete with knife, fork, and napkin  It is sucking down a thin ribbon of ink from its book as if this were a strand of spaghetti.)

 

Twilight: (from o.s.) They’re eating the words!

 

(After it finishes, she leaps up, snags a parasprite’s wing in her teeth, and gallops out with the pest in tow. Spike looks out from under his basket.)

 

Spike: Help?

 

(Cut to Twilight as she races through the forest toward the twisted old tree that serves as the home of Zecora, the zebra seen in “Bridle Gossip.” Inside, the out-of-towner is meditating, balanced upside down and headfirst atop a bamboo pole. There is no sound but the soft creaking of the support as she totters slightly back and forth—that is, until Twilight bulls her way through the door. Zecora loses her focus and balance and tumbles to the floor.)

 

Zecora: Have you gone mad?! (Twilight spits the parasprite free.)

Twilight: Zecora, these little guys are devouring Ponyville, and the Princess is on her way!

 

(It flies across the hut; cut to Zecora as she stands up and eyes it.)

 

Twilight: (from o.s.) Can you help us? Please?

Zecora:               Oh, monster of so little size. (Zoom in; it lights on her nose.)

                            Is that a parasprite before my eyes? (Back to Twilight.)

Twilight: I don’t know! Is it? (It flies back toward her.)

Zecora:               Tales of crops and harvests consumed. (Back to Twilight; she continues o.s.)

                            If these creatures are in Ponyville…

 

(The one that came along for the ride yaks up a duplicate.)

 

Zecora:               …you’re doomed.

 

(Exactly what the overstressed young unicorn did not want to hear, judging from her nervous gulp. Dissolve to her galloping out of the forest with both parasprites following; she quickly skids to a stop and tries to whip them away with her tail, but they winds up circling her head.)

 

Twilight: (looking skyward) Oh, no!

 

(Long shot of Canterlot, from which a pegasus-drawn chariot begins to fly down.)

 

Twilight: (from o.s.) Here she comes!

 

(And it makes good time too, quickly descending to the level of the treetops on the outskirts of Ponyville. Twilight gallops through town only to find herself staring at frazzled, screaming ponies and extensive structural damage in all directions—and then her overtaxed brain finally throws a rod. Her eyes contract to fixed points as a crazed little smile takes root beneath them.)

 

Twilight: Okay. Here’s the plan. Rainbow Dash, you distract them. (Rainbow rockets past, screaming with a horde in pursuit.) Good! Everyone else, we need to build an exact copy of Ponyville— (pointing to one side) —right over there. We’ve got less than a minute!

 

(The continued wailing and crashing all around force her back into reality, and she slumps resignedly toward the ground.)

 

Twilight: Zecora was right. We’re doomed. (Distant trumpet fanfare.) Oh, no. (The ruined street; she continues o.s.) The Princess’s procession is here! It’s all over!

 

(The fanfare gives way to a lively oompah/polka-flavored tune in B flat major. What emerges over the horizon is not Celestia’s chariot, not a royal brass band, but something pink that resolves into Pinkie with a great many musical instruments clustered around her. Twilight rubs her disbelieving eyes for a better look, and a close-up of Pinkie reveals that she has turned herself into a one-pony band. A banjo is slung around her neck, with Applejack’s harmonica attached so she can easily reach it with her mouth. A tuba and an accordion are hooked up on her back; she alternates blowing into the harmonica and the tuba mouthpiece. On the next line, she marches past Twilight, revealing small cymbals strapped to her forelegs so that they clash on every step. She is wearing the tuba around her midsection.)

 

Twilight: Pinkie, we’re in the middle of a crisis here! This is no time for your… (looking up, losing steam) …nonsense?

 

(The parasprites have stopped eating and begun to bob up and down in time with the rhythm. Gradually they work their way down to ground level and fall in step behind Pinkie, forming a bouncy procession that follows her past Applejack, Fluttershy, Rainbow, and Rarity. None of them can find any words to describe their reaction, and Twilight can manage only a bewildered shrug when she joins them.)

 

(The music mare has now reached the park; quick pan to the other five at the tail end of the very long marching line.)

 

Twilight: (pointing upward) Look!

 

(As Celestia’s chariot touches down, the other five gallop/fly past Pinkie, who keeps right on playing. They kneel before the regal winged unicorn once she has stepped out.)

 

Celestia: Twilight Sparkle, my prize pupil! (Twilight sits up on her haunches.)

Twilight: Hello, Princess! (All stand up.)

Celestia: So lovely to see you again, as well as your friends.

 

(The growing sound of Pinkie’s approach stops her cold and throws a scare into the five ponies when they see the puzzled look on her face. Here goes the marcher, parasprites and all.)

 

Twilight: (trying to sound casual) So…how was the trip? Hit much traffic? (Soft gasp from Celestia.)

Celestia: What is this?

 

(A parasprite coos and lands on her wing; she laughs and lifts it for a closer look, and it darts away.)

 

Celestia: These creatures are adorable!

Rainbow: (aside, to Rarity) They’re not that adorable. (Rarity gives her a pained smile.)

Celestia: I’m terribly honored that you and the good citizens of Ponyville have organized a parade in honor of my visit.

Twilight: Parade? (catching on) Oh…yes! The parade!

Celestia: Unfortunately, that visit is going to have to wait for another time. I’m afraid an emergency has come up in Fillydelphia. Apparently there’s been some sort of…infestation.

Twilight: (managing a smile) An…infestation?

 Celestia: Yes. A swarm of incredibly bothersome creatures has invaded the poor town. (Cut to the five; she continues o.s.) I’m sorry, Twilight, to have to put you all through so much trouble.

Twilight: Trouble? (laughing) What trouble? (Back to Celestia.)

Celestia: Before I have to go, would you care to give me your latest report on the magic of friendship in person?

Twilight: (taken aback) My…report?

 

(Long shot of Pinkie, who has stopped at the forest’s edge and keeps playing as the parasprites bounce happily along the road into it.)

 

Celestia: (from o.s.) Haven’t you learned anything about friendship?

 

(The faithful student thinks very hard for a moment and then smiles as an idea hits her.)

 

Twilight: Actually, I have. (Cut to a slow pan across Applejack, Fluttershy, Rainbow, and Rarity; all react proudly as she continues o.s.) I’ve learned that sometimes the solution to your problems can come from where you least expect it.

 

(Back to Twilight and Celestia, the latter now back in her chariot; all others but Rainbow walk up slowly.)

 

Twilight: It’s a good idea to stop and listen to your friends’ opinions and perspectives… (A big cymbal crash startles them all; Fluttershy winds up hovering.) …even when they don’t always seem to make sense.

Celestia: I’m so proud of you, Twilight Sparkle, and I’m very impressed with your friends as well. It sounds like you’re all learning so much from each other.

Twilight: Thank you, Princess.

 

(The chariot rolls away; once it has gone, the five-pony audience crosses to Pinkie, who stops playing after the last parasprite has passed her and gone into the forest.)

 

Pinkie: Hey! What happened to the Princess?

Twilight: Emergency in Fillydelphia.

Rainbow: (smiling knowingly) Some sort of infestation.

Pinkie: Oh, no! Have they got parasprites too? ‘Well, have tuba, will travel!

 

(This shot, the first from her left side, reveals a tambourine strapped to her left hind leg. She gets a lungful of air ready for the tuba, but manages no more than one note before Twilight stops her.)

 

Twilight: I think the Princess can handle it.

Applejack: So you knew what those critters were all along, huh, Pinkie Pie?

Pinkie: Well, duh! Why do you think I was so frantic to get my hooves on all these instruments? I tried to tell you.

Twilight: We know, Pinkie Pie, and we’re sorry we didn’t listen.

 

(Zoom out to bring the other four into frame, all offering their apologies.)

 

Twilight: You’re a great friend— (Pinkie beams hugely.) —even if we don’t always understand you.

Pinkie: Thanks, guys. You’re all great friends too, even when I don’t understand me.

Twilight: You saved my reputation with Princess Celestia, and more importantly, you saved Ponyville.

 

(Quick pan to all but Pinkie, in a group and staring around themselves with obvious discontent. Zoom out quickly; they are near what remains of Sugarcube Corner and several other buildings in what used to be a very nice place to live. A piece of the bakery’s roof falls to the ground.)

 

Twilight: Or not.

 

(Pinkie pops up in the foreground, having disposed of all her instruments and obtained a trombone—the first one she wanted to find. She blows the old “wah-wah” sad sound effect before the view “irises out” to black.)


WINTER WRAP UP

Written by Cindy Morrow

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to Twilight Sparkle’s bedroom loft in the middle of the night. She and Spike are fast asleep in bed and basket, respectively, and the window curtains are closed. Slow zoom in as the little dragon snores noisily; suddenly Twilight sits up in bed with a happy gasp and leans excitedly over the footboard toward Spike.)

 

Twilight: Spike, wake up! (nudging him with her nose) Wake up, wake up! It’s Winter Wrap Up day! (She zips away; he starts to come around.)

Spike: Huh? Mommy?

 

(As he sits up, he finds himself nose to nose with a slightly irked, fully awake unicorn.)

 

Twilight: Winter Wrap Up! (She descends from the loft; Spike lies down.)

Spike: You’re not Mommy. (He dozes off.)

Twilight: (switching on lights, crossing to face him) Spike! The first day of spring is tomorrow— (straightening a picture on the wall) —so everypony in Ponyville needs to clean up winter. Now help me get ready!

 

(Zoom out on this line to show a clipboard and three striped pink scarves hanging by the picture, a fleece-lined saddle on a small table, and four winter boots are placed on the floor exactly where a pony can step into them. She jumps neatly into these, but Spike is less than enthusiastic—in fact, he has pulled his blanket over his head.)

 

Spike: Clean up winter? (He sits up.) Who cleans up winter? Don’t they just use magic to change the seasons like we do in Canterlot?

 

(As Twilight continues, she hoists the saddle with her nose and lifts her forelegs to work it into place, similar to the way a person would put on a T-shirt. Cut to Spike during the following line, then back to her, now lying on her back and pulling at the saddle’s straps.)

 

Twilight: No, Spike. Ponyville was started by earth ponies, so for hundreds of years, they’ve never used magic to clean up winter.

 

(Close-up; she stands up with the saddle in place.)

 

Twilight: It’s traditional.

 

(Zoom out slightly as the straps come loose and it falls off her back, causing her to sigh dejectedly.)

 

Spike: It’s ridiculous. (lying down, covering head, grumbling) No magic…pfuh!

 

(Now the eager-beaver pony gets the straps done the right way and pulls one scarf off the wall in her teeth. A second later it is securely wrapped around her neck.)

 

Twilight: Okay, let’s see.

 

(Close-up of the clipboard, tilting down from top to bottom. It holds a checklist, each item of which is magically marked off as she names it.)

 

Twilight: (from o.s.) Scarf, check. Saddle, check. Boots, check. Spike refusing to get up and going back to sleep… (Cut to him.) …check. (Back to her.) It’s a good thing I’m so organized. I’m ready!

 

(Dissolve to just outside the front door, both halves of which open to show her ready to go.)

 

Twilight: Bright and early!

 

(She stares ahead in sudden surprise; zoom out to show that it is still the dead of night, and not a single other pony is up and about. Oddly, there is also not a single flake of snow on the ground in this area. Back to her.)

 

Twilight: (sheepishly) Oh…maybe a little too early.

 

(Fade to black.)

 

 

OPENING THEME

 

 

Act One

 

(Opening shot: fade in to Twilight as she gallops over a hill toward the town square, which is packed with ponies. Spike is on her back, asleep, and she has removed all her accessories. The sun is up, its rays reflecting brightly off the snow that covers rooftops, trees, mountains, and various scattered areas of the ground.)

 

Twilight: Those must be the team vests Rarity designed! (Quick pan ahead to two pegasi; she continues o.s.) Blue for the weather team… (To an earth pony eating a plant.) …green for the plant team… (To two unicorns.) …and tan for the animal team!

 

(Each single/group pictured wears vests in the appropriate color. The blue ones have a patch marked with a sun, while one of the tan vests shows one with a rabbit silhouette. The green-vest pony and one of the tan-vest unicorns have stars on their vests and a matching starred band on one foreleg. Back to Twilight.)

 

Twilight: I wonder which team vest I’ll be wearing.

Spike: (half asleep) I’ll take a blue vest, the same color as my blankie—which I think I hear calling my name. “Spike! Spike! Come to bed!” (groaning) It’s too early.

 

(As he and Twilight reach the pavilion, the “regular” green vests are seen to carry a patch emblazoned with a leaf. Mayor Mare stands at the front doors; zoom in on her.)

 

Mayor Mare: Thank you, everypony, for being here bright and early. We need every single pony’s help to wrap up winter and bring in spring.

Crowd: Hooray! (General cheering as well.)

 

(Once the hubbub dies down, cut to some of the front-row ponies; Twilight jumps up and down behind them, trying to get a good view and waving for attention.)

 

Mayor Mare: (from o.s.) Now, all of you have your vests and have been assigned to your teams— (Back to her as she continues.) —so let’s do even better than last year and have the quickest Winter Wrap Up ever!

 

(More cheers from the crowd, then cut to Twilight.)

 

Twilight: Oh, this is so exciting!

Mayor Mare: All right, everypony.

 

(Quick pan to three ponies all wearing starred leg bands and waving: Applejack in green, Rainbow Dash in blue, and the previously seen unicorn in tan. Rainbow stands on a cloud.)

 

Mayor Mare: (from o.s.) Find your team leader… (Back to her and the crowd.) …and let’s get galloping!

 

(The crowd quickly disperses, leaving Twilight and Spike alone among the snowdrifts.)

 

Twilight: Oh, gosh. Where should I go? (She looks toward some of the animal team, including Rarity.) I’m not sure where I’d fit in.

 

(Quick tilt up to Rainbow and several of her weather team pegasi, then down to Applejack as the plant team begins to report in. On the start of the next line, cut to Twilight and zoom in slowly.)

Twilight: What exactly does everypony do?

 

(The background behind her worried face goes black as if someone had shut off all the lights at once, and she fades away as well.)

 

Piano/acoustic guitar ballad with backing synthesizer, slow 4 (D flat major)

 

(A spotlight comes on, illuminating Rainbow as she begins to sing.)

 

Rainbow:                       Three months of winter coolness and awesome holidays

 

(The light fades to leave her in silhouette; a second spot picks out Pinkie Pie, in a blue vest. She cavorts a bit during her line.)

 

Pinkie:                            We’ve kept our hoofsies warm at home, time off from work to play

 

(Lights down on her; now Applejack rises into view in a third spot.)

 

Applejack:                     But the food we’ve stored is runnin’ out and we can’t grow in this cold

 

(Lights down on her; a fourth spot brings Rarity into view. She has put on boots now.)

 

Rarity:                            And even though I love my boots, this fashion’s getting old

 

Bass/mandolin in, shaker marks time; faster tempo

 

(Dissolve to a close-up of Twilight’s trotting hooves and tilt up to frame her.)

 

Twilight:                         The time has come to welcome spring and all things warm and green

                                        But it’s also time to say goodbye, it’s winter we must clean

How can I help? I’m new, you see, what does everypony do?

(She stops. Overhead shot; zoom out.)

How do I fit in without magic? I haven’t got a clue

 

Bass drum in

 

(Quick pan to Fluttershy—on the animal team—and Rarity as they trot up alongside a plant team stallion. Dark khaki earth pony; short, untidy dark brown mane/tail; vivid blue eyes; hourglass cutie mark—Doctor Whooves.)

 

Ponies:                                                    Winter Wrap Up, Winter Wrap Up

Fluttershy, Rarity, Whooves:               Let’s finish our holiday cheer

(Rarity has taken off her boots. Another group moves off elsewhere.)

Ponies:                                                    Winter Wrap Up, Winter Wrap Up

Applejack:                                             ’Cause tomorrow spring is here             

(Rainbow buzzes past Applejack; she and some of her crew escort birds through the sky.)

Rainbow, Ponies:                                  ’Cause tomorrow spring is here

 

Snare drum in

 

Rainbow:                       Bringing home the southern birds, a pegasus’ job begins                       

(Others fly past clouds to dissipate them, kick them apart, fan them away with wings; two trade a high five.)

                                        And clearing all the gloomy skies to let the sunshine in

(Three more blow a cloud bank out of view, exposing Rainbow behind them.)

                                        We move the clouds and we melt the white snow

(Sunbeams pour through a break in the clouds.)

Rainbow, Ponies:          When the sun comes up, its warmth and beauty will glow

 

(Twilight enjoys the light as it falls on her. Quick pan to a basket of straw, twigs, and ribbons being carried in Rarity’s teeth; behind her, three ponies haul wagons loaded with these materials. This chorus is sung in two parts, with one part holding out the second “up” in each line as the other sings the second half of it.)

 

Ponies:                            Winter Wrap Up, Winter Wrap Up, let’s finish our holiday cheer

(The supplies are dumped in front of the Carousel Boutique, where Rarity has set up a table and empties her own basket.)

                                        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

(Plant team ponies pull plows in the snow-covered fields.)

                                        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

                                        ’Cause tomorrow spring is here

 

(Dissolve to a burrow in which two small white mice are waking up to the sound of a bell in a pony’s teeth. Pan across the meadow; many others are doing likewise, including Fluttershy.)

 

Rarity:                            Little critters hibernate under the snow and ice

Fluttershy:                     We wake up all the sleepyheads so quietly and nice

(Two raccoons are given a basket of vegetables; a mouse gets its burrow dusted.)

Rarity:                            We help them gather up their food, fix their homes below

(Birds roost in the trees and flutter past Twilight and Spike.)

Fluttershy:                     We welcome back the southern birds

Fluttershy, Rarity:        So their families can grow

 

All instruments out; tambourine/handclap percussion, with bass drum/bongos joining in

 

(The vocals now split into three parts. First part sings only each “Winter” and holds it out; second part sings the first half of each line and holds out the second “up”; third part sings the second half. Quick pan to a Ponyville street; several animal team unicorn mares pace across, each with a hedgehog on her back.)

 

Ponies:                            Winter Wrap Up, Winter Wrap Up, let’s finish our holiday cheer

(Pegasi knock snow off branches and into waiting carts; two mares pop out of one to sing.)

                                        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

(A load buries Twilight and Spike; they glare up to find Rainbow on the giving end of this one.)

                                        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

                                        ’Cause tomorrow spring is here

 

Instruments in; stoptime

 

(In a field, the plant team is clearing the snow with plows, rakes, and shovels. Pan to Applejack, who oversees the labor from a hillock; a cart of vegetable seeds stands next to her.)

 

Applejack:                     No easy task to clear the ground, plant our tiny seeds

(She taps a container on the ground with her hoof, knocking a few seeds out, and scrapes earth over them.)

                                        With proper care and sunshine, everyone it feeds

                                        Apples, carrots, celery stalks, colorful flowers too

                                        We must work so very hard

Applejack, Ponies:        It’s just so much to do

 

Normal rhythm resumes

(The two-part chorus resumes as unicorn fillies hop along with rabbits in the park.)

 

Ponies:                            Winter Wrap Up, Winter Wrap Up, let’s finish our holiday cheer

(Pegasi use snow shovels to throw and push snow off the roofs.)

                                        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

(Others move the clouds away from a frozen lake as Pinkie—with ice skates on all four hooves—glides out to the center.)

Ponies:                                Winter Wrap Up, Winter Wrap Up

Pinkie:                                ’Cause tomorrow spring is here

Pinkie, Ponies:               ’Cause tomorrow spring is here

 

Slower tempo; all instruments out except for piano/acoustic guitar/synth

 

(Cut to Twilight, who walks against a backdrop under a spotlight as vests in all three colors float past her. Spike is still on her back.)

 

Twilight:                         Now that I know what they all do, I have to find my place

                                        And help with all of my heart, tough task ahead I face

(She trots up a snowy slope.)

                                        How will I do without my magic, help the earth pony way?

(reaching the outcropping at the top)

                                        I want to belong, so I must do my best today

                                        Do my best today

 

Faster tempo; all instruments in

 

(The chorus, in three parts, comes back in as she holds out this last word; Rainbow and several pegasi spiral up into the sky.)

 

Ponies:                            Winter Wrap Up, Winter Wrap Up

Rainbow, Ponies:          Let’s finish our holiday cheer

Applejack, Ponies:        Winter Wrap Up, Winter Wrap Up, ’cause tomorrow spring is here

Ponies:                            Winter Wrap Up, Winter Wrap Up

Drums stop

Twilight:                         ’Cause tomorrow spring is here

                                        ’Cause tomorrow spring is here

’Cause tomorrow spring is here

 

(As she holds out the last note, the camera zooms out in a long overhead shot to frame her in a spotlight, with the three teams arranged around her in a circle. She looks from one to the next, only to see them disappear from view one by one so that she and Spike are left alone in the spot against a black screen.)

 

Song ends

 

(Close-up of the pair; the winter backdrop re-establishes itself.)

 

Twilight: Everypony belongs to a team. What should I do? Where should I go?

 

(The vivid streak of Rainbow’s mane/tail flashes by; the weather team leader addresses several airborne members.)

 

Rainbow: All right, team, you’re cleared for takeoff!

 

(They fly off; she drops to ground level. Close-up of her.)

 

Twilight: (from “o.s.”) Rainbow Dash!

 

(Camera rotates slightly; she is standing behind Rainbow, but does not notice that Spike is no longer on her back.)

 

Rainbow: Oh! Hey, Twilight. What’s up?

Twilight: What are you doing?

Rainbow: Sending up one of my flight crews to retrieve the birds that have flown south for the winter.

Twilight: Oh! Can I help? How about if I help clear out the clouds?

Rainbow: (a bit perplexed) Um… (She finishes the thought by flapping her wings.)

Twilight: Right. No wings.

Rainbow: Sorry, Twilight.

 

(Her sudden takeoff prompts a little gasp from the grounded unicorn, and she zooms off after the departing crew.)

 

Twilight: (angrily) Great. Now what do we do?

 

(Only now does she realize that Spike has taken his leave. Close-up of him, nestled in a bush.)

 

Spike: I don’t know about you, but I’m gonna be napping. (He starts snoring; Twilight pokes his cheek.)

Twilight: (from o.s.) Come on, Spike! (Longer shot, framing her.) This is serious business! Winter needs to be wrapped up, and I’m determined to do my part… (softly) …somehow.

 

(Fade to black.)

 

 

Act Two

 

(Opening shot: fade in to Rarity at her table outside the Carousel Boutique. Zoom in and cut to a close-up; she is putting the final touches on a bird’s nest assembled from the supplies that were delivered to her earlier. It has ribbons in several colors woven through it, along with a red bow. Twilight and Spike walk up.)

 

Twilight: Rarity, please tell me there’s something, anything I can help you with.

Rarity: Well, how would you like to help create Ponyville’s finest bird’s nests?

Twilight: Bird’s nests?

Rarity: Why, yes. When the weather team guides the birds back north for the spring, they’ll need a place to live and lay their eggs.

Twilight: Wow, Rarity, that one’s really beautiful.

Rarity: Oh, why, thank you most sincerely. Would you like to try your hoof at a nest?

Twilight: Would I! Yes! Where do I begin?

 

(Close-up of a basket of materials being levitated by Rarity; it is dumped out in front of Spike.)

 

Rarity: (from o.s.) Okay now, uh… (stepping into view; zoom in) …take some of that straw and hay over there, and a little bit of branch…

 

(Pan to Twilight, who has laid the pieces neatly out on the table and is ready to get to it as Spike looks on, then cut back to Rarity. Sounds of the novice’s work are heard o.s.; her face steadily falls throughout the following.)

 

Rarity: Now, weave them through there…yes!…uh, take some ribbon…yes!…ooh, uh, n-n-not there…ooh…yes, uh…

 

(Close-up of the little dragon, who has a hard time believing whatever is going on just out of frame.)

 

Rarity: (from o.s.) …uh, tuck it in over there, uh, but be careful not to… (Back to her.) …oh, no, no, I-I guess that will do… (turning face away) …oh, dear.

 

(Close-up of the original, well-made nest.)

 

Twilight: (from o.s.) There!

 

(Pan to her, kneading a few bits into place, then zoom out to frame both nests side by side.)

 

Twilight: It looks just like… (Her face falls.) …yours.

 

(It actually looks as if someone dropped a bowling ball on it from five stories or so. Cut to Rarity and Spike.)

 

Twilight: (from o.s.) Oh, my.

Spike: That nest needs to be condemned. (Disapproving glare from Rarity.)

Rarity: (dismissive laugh) Oh, Spike. It’s not so bad, uh…maybe the birds can use it as a…

Spike: (deadpan) An outhouse?

Rarity: (sternly, approaching Twilight) Spike. (to her) It’s just fine. It’s just a little rough around the edges. (Twilight backs off with a nervous grin; Rarity takes her place.) Let me lend you a hoof. Let’s just untie this ribbon…

 

(She pulls a ribbon loose on this last; cut to the dismayed unicorn and her assistant as more bits are thrown loose.)

 

Rarity: (from o.s.) …and if we take out these sticks here… (Twilight moans and hangs her head.) …and we shape this

 

(Back to her on the end of this line, mumbling inarticulately to herself. Twilight and Spike have retreated to a point several paces behind her and are watching her overhaul the nest.)

 

Spike: (whispering) I think we lost her.

 

(In silent agreement, the violet unicorn slinks away with her head hung low; he backs away with a very uneasy look.)

 

Rarity: (laughing) …oh, and we need to weave the string in…

 

(Wipe to the pair on a snowy slope; Spike is riding on Twilight’s back again. Zoom out quickly to frame them near the shore of the lake Pinkie was skating on. She is still at it.)

 

Pinkie: Helloooooo, Twilight! (spinning in place) Whee!

Twilight: (zipping to shore) Wow, Pinkie Pie! You’re quite the skater—probably the best skater I’ve ever seen! (Pinkie glides to her.)

Pinkie: Thanks, Twilight! I’ve been doing this since I was an itty-bitty, little-little, twinkie Pinkie! Just comes naturally.

 

(As Spike hops down, she skates away, does a very respectable high jump, and comes down going backwards. She crosses the screen several times during the following line, in a variety of additional poses: two legs in the air, lying on her back with one skate on the ice, balanced on her head with the help of a fifth skate.)

 

Pinkie: Which is probably why they designated me the lake scorer. I cut lines in the lake with my skates. That way, when the rest of the weather team comes here to break the ice, it’ll be easy as pie.

Twilight: How clever! When the thick ice begins to melt, it’ll break along the lines. Well, you sure have a lot of work ahead of you. There’s quite a few lakes in Ponyville.

Pinkie: (skating to her) Huh! Tell me about it. Hey, Twilight! Want to help me out?

Twilight: Would I!

Pinkie: Come on. (pointing o.s.) Put on those skates over there. I bet you’ll be a natural too.

Twilight: Okay.

 

(Wipe to an empty stretch of ice, where one of Twilight’s skate-clad hooves makes tentative contact. A longer shot reveals that she is very unsteady on the blades, but Pinkie does not notice, being in the middle of a one-hoof headstand. Spike watches from snowy terra firma.)

 

Pinkie: Yaaaay! (Her o.s. cheers float back.)

Twilight: Uh, maybe on second thought… (Face first to the ice, knocking herself silly.)

Spike: What are you talking about? You said you wanted to be helpful.

Pinkie: (somersaulting across) Yippee!

Spike: (pushing Twilight out) Now get out there!

 

(A good hard shove sends the inexperienced skater onto the ice but dumps him flat in the process. She skids crazily along.)

 

Twilight: Whoa…whoa…whoa…

 

(Cut briefly to Spike during this; he does his best to stifle a laugh. Next she zooms past a stationary, upright Pinkie while spinning hopelessly out of control.)

 

Pinkie: Twilight! Steer! Steer! (She comes back screaming on a collision course.) Oh, boy.

 

(The pink rink master tries to bail out, but not fast enough; both end up sliding ahead and giving their lungs a good workout as they hurtle toward Spike. All three go sailing across the ice and o.s.; there is a thud and a splatter of snow, and the camera cuts to a loaded treetop and tilts down. At its base is a very strange snowman, with Spike’s head spines and ears poking from the top, two of Pinkie’s legs sticking from the middle, and two of Twilight’s legs protruding from the bottom. The three pairs of eyes attached to these body parts open, bottom to top, and their owners shake themselves clean. They have fetched up in a spread-eagle stack and knocked snow loose from the tree to cover them.)

 

Spike: (laughing) You are a natural, Twilight… (falling off) …a natural disaster! (Pinkie gets up.)

Pinkie: (as Twilight struggles up) Twilight, you did a great job your first time around! I’m sure my first time was just as wobbly and bobbly and crash-errific as yours! (Close-up of Twilight.)

Twilight: Really? (Pan to Pinkie; uneasy aside look.)

Pinkie: No.

 

(The dragon snickers a little more as Twilight stands dejectedly.)

 

Pinkie: But did I make you feel better?

Twilight: (nervous chuckle) Yeah, I guess.

Pinkie: I bet you’ll be super-awesome at something that keeps your hooves on the ground. I know! Fluttershy could probably use your help with the critters.

Twilight: Well, I’m pretty good with little animals. (wobbling on skates, sliding away) Yeah! I’ll go help her!

Pinkie: (pointing opposite direction) Uh…it’s, uh, that-a-way.

 

(The hapless unicorn scrambles across with a yell; loud thud from o.s. after she has passed out of view. More laughs from Spike.)

 

(Dissolve to the pair heading in a new direction, with Spike on Twilight’s back; she has taken off her skates. The sound of a bell draws their attention—it is Fluttershy, her head stuck into a burrow and ringing to wake the occupants. Zoom in as Spike jumps down for a better look.)

 

Fluttershy: (voice reverberating slightly) Wake up, little sleepyheads. Hope you had some wonderful dreams and restful hibernation— (Twilight and Spike approach.) —but it’s time to get up now. Spring is coming.

 

(She backs away, allowing the animals—a pair of hedgehogs—to emerge and stretch, rubbing their eyes. Twilight watches them scurry across the snow.)

 

Twilight: Awww, how cute!

Fluttershy: Aren’t they? This is my favorite task of the whole season, when I get to see all my little animal friends again.

Spike: Uh, what’s hibernation?

Fluttershy: (trotting past him, bell under wing) It’s like a long sleep.

Spike: (to Twilight) Long sleep? (Cut to another burrow.)

Fluttershy: (from o.s.) Yes.

 

(She leans into view with bell in teeth, rings, and sets it down.)

 

Fluttershy: Wake up, little porcupines. (Bell tucked away, she addresses the pair.) Animals often hibernate through the winter to save their energy and eat less food.

Spike: I definitely like the idea of hibernation—except for the “eat less food” part.

 

(Out come two porcupines, who stretch and embrace—and then realize too late that the second of those actions was a very, very bad idea. They pull apart, jabbed full of each other’s quills.)

 

Fluttershy: (concerned) Oh…but just look at all these warrens and dens. (Cut to a stretch of them; zoom out as she continues o.s.) I’m worried that I won’t be able to wake up every animal before spring comes. (Back to the three.)

Twilight: Well, I’ll help, Fluttershy.

Fluttershy: Oh, you will? Oh, that would be wonderful. (She passes her bell to Spike.)

Twilight: Okay. (eyeing a burrow) Let’s start there.

 

(Wipe to a close-up of its entrance as she walks up, bell in teeth. After a careful look inside, she rings and sets it aside.)

 

Twilight: Helloooo? Wake up, little friends, wherever you are. Spring is coming! (Another ring; she pulls her head out.) I wonder which cute little furry creatures I’ve awoken.

 

(Close-up of the entrance on the end of this. The “cute little furry creatures” turn out to be a trio of hissing snakes, the sight of which instantly sparks a freaked-out yell from Twilight.)

 

Twilight: (backing away hurriedly) Snakes! SNAKES!

 

(She ends up in a second den, but bugs out screaming from it an instant later with a swarm of bats in hot pursuit. Not looking where she is going, she runs flat into a tree and knocks a beehive loose; as Fluttershy and Spike watch, it lands squarely on her head. Another panicked yell, and she starts a blind rush across the meadow, chased by far too many bees for her comfort. This flight puts her into a third den, from which her loud grunt floats out—followed by a family of malodorous skunks that walk past Fluttershy and Spike, the latter holding his nose.)

 

Fluttershy: Good morning, friends.

 

(A weak moan from Twilight floats follows the fumes out. Dissolve to a close-up of her, sitting in a tub of tomato juice—long held to be a countermeasure against skunk musk—and covered in bee stings. She is in an understandably poor frame of mind, and she moans while being scrubbed with a long-handled brush.)

 

Twilight: All this Winter Wrap Up stuff is a lot harder than it looks.

 

(Cut to several empty juice cans on a table.)

 

Spike: (from o.s., nasally) Right, because there’s no magic.

 

(On the end of this line, pan to frame him and Twilight; the tub is set up in the library’s kitchen, and he wears a clothespin on his nose as he scrubs. More empty cans stand on a table.)

 

Spike: Why don’t you just use magic, Twilight, and get it done the right way?

Twilight: No, Spike. I have to do it the traditional way. Ponyville has never needed magic to wrap up winter.

Spike: But they’ve never had you here before, either. Think of how much quicker they could wrap up winter with your magic.

Twilight: No, no, no! I’m gonna find some other way that I can help out if it kills me!

 

(She grunts angrily as he pours a fresh can of tomato juice over her head. Dissolve to a stretch of farmland, with plant team ponies pushing snowplows to clear the fields. Each rig has two rear wheels, a blade in front, and an open space within the frame for the pony to walk and push, with a canopy reaching overhead. It is now sometime in the afternoon.)

 

Applejack: (from o.s., distant) Keep pushin’, Caramel! (Pan to her on an elevated ridge.) That’s it, Bumpkin! (Close-up.) I know it’s hard work, but you guys are doin’ great! (rearing) Yee-haa!

Twilight: (from o.s.) Hey, Applejack.

 

(She and Spike walk up; she is now clean of the juice, the stings, and the fumes, and he has taken the clothespin off his nose.)

 Twilight: How’s everything going?

Applejack: Oh, just dandy. A little slow startin’, but peachy all the same. (Back to the fields; she continues o.s.) There’s a lot of ground to clear, you hear? We can’t even start the plantin’ and the waterin’ until we get all this heap o’ snow hightailed outta here.

 

(Back to her on the second half of this line.)

 

Twilight: Well, I’d like to help. (This suggestion hits Applejack very strangely.)

Applejack: Well, I…I don’t know, Twilight.

Twilight: Just give me a chance.

Applejack: Well, I never turn down a hard worker, but…

 

(The eager plow operator does not stick around to hear anything after this point. She hops into an idle rig, eyes the push-bar attached to the rear face of the blade, and gathers herself. When she puts her weight on the bar, though, the wheels barely wobble in the snow that has built up around them. A second try gets her no better results, and Applejack and Spike drop their heads disappointedly. The little dragon’s words play in Twilight’s mind as the camera cuts to the other ponies clearing the snow.)

 

Spike: (memory) Think of how much quicker they could wrap up winter with your magic.

 

 (The last two words of this line echo and die away; she bites her lip, deep in thought for a moment.)

 

Twilight: I could use a come-to-life spell.

 

(She glances around, sees the unsuspecting Applejack and Spike, and moans quietly.)

 

Twilight: Here goes…

 

(Her horn glows, putting the plow under its influence, and the wheels begin to roll. Realizing that it is starting to get away from her, she matches her walking pace to its speed so that she can keep contact with the push-bar. It soon builds up enough momentum to make her trot; in short order, she begins to pass stallions much larger and bulkier than she is.)

 

Applejack: Hmmm…she’s awful strong for such a little pony.

 

(The team leader watches through narrowed eyes as Twilight continues plowing.)

 

Spike: That’s my girl, following my advice!

Applejack: And what in tarnation does that mean?

 

(Now the plow starts to get away, rolling so fast that Twilight cannot keep up and the axle pushes her from behind. Her rear hooves are lifted clear of the ground and dangle in the air.)

 

Twilight: Uh-oh…slow down… (charging past other plows) …slow down!

 

(The snow she is moving starts to form into a steadily growing ball, and she passes so close to another plow—twice—that its operator ends up with the stuff all over his head. Finally she races straight toward Applejack and Spike, both of whom give a wide-eyed start, and the impact of Twilight’s monster snowball fills the screen. When the view clears, their yelling heads protrude from the massive sphere that is still being driven along.)

 

Applejack: What’s goin’ on? What’d you do? You used magic, didn’t you?

 

(One final screen-filling smash leaves all three buried up to their necks and the plow finally sitting motionless. A rumble from o.s. draws their eyes upward; cut to an overlooking ridge, whose layer of snow tumbles loose due to the impact. The avalanche buries all three; in the fields, the ponies have nearly finished their work, but the slide undoes almost all of it in seconds. There is a round of angry glares toward the source, where Twilight, Spike, and Applejack pop their heads up in that order. The last is plenty sore.)

 

Applejack: Nuts, Twilight! You used magic!

Spike: The nerve! Can you believe her? (Applejack glares at him, then turns back to Twilight.)

Applejack: That’s not how we do it ’round here, Twilight—

 

(Cut to a close-up of the crushed unicorn, tears forming in her eyes.)

 

Applejack: (from o.s.) —and especially not on my farm!

Twilight: (voice breaking) Well, see…I just wanted to…

 

(She pulls herself free with a piteous little whine and gallops away, barely avoiding being run over by one of the disgruntled stallions who have begun re-plowing the fields. Snap to black.)

 

 

 Act Three

 

(Opening shot: fade in to a few midair pegasi at work. As two fly across the screen, two others bounce into and out of view; tilt down to show them jumping on treetops to dislodge their freight of snow. Some of this falls into a cart and is pulled away by a stallion. Cut to Spike, standing at a distance from the pavilion, and zoom out slowly as he speaks.)

 

Spike: Come on, Twilight, come on out.  (He is addressing a nearby bush.)

Twilight: (from inside it, miserably) I’m a Winter Mess-Up.

Spike: Well, you’re good at a lot of things—just not nest-making, ice skating, animal waking, snow clearing…hmmm…

Twilight: (from inside, sarcastically) Thanks a lot for making me feel sooo much better.

Spike: That’s what I’m here for, sister.

Applejack: (from o.s.) Rainbow Dash! (Cut to her in the town square.) Y’all on the weather team need to melt the rest of this snow here on the ground and the trees, pronto! (Longer shot; Rainbow is right in front of her.)

Rainbow: Got it!

 

(She turns to zip away, but finds herself stopped by Fluttershy.)

 

Fluttershy: You can’t! My poor little animals’ homes will get flooded if the snow melts too fast.

Rainbow: Got it! (She turns around and nearly hits Applejack.)

Applejack: I’m tellin’ you, Rainbow, you gotta melt that snow now! (Rainbow lifts off.)

Fluttershy: No! You simply must wait!

 

(Overhead, many weather team members idle near the pavilion roof and are not happy about it.)

 

Rainbow: Ooo-kay.

Applejack: Go!

Fluttershy: Stop!

Applejack: Go!

Fluttershy: Stop! (Close-up of a properly peeved Rainbow.)

Applejack: (from o.s.) Go!

Fluttershy: (from o.s.) Stop! (Cut/zoom out to frame all of them and Spike, watching.)

Rainbow: (groaning) Make up your minds!

 

(A second groan joins in, this one from the o.s. Mayor Mare, who promptly walks into the square to confront the trio; Rainbow is now back on the ground.)

 

Mayor Mare: What in Equestria are all you arguing about? This sort of silliness is why we were late for spring last year— (Cut to Spike; she continues o.s.) —and the year before that, and the year before that! (Twilight puts her head out from the bush.)

Twilight: (whispering) Did she say…“late”? (Back to Mayor Mare and the trio.)

Mayor Mare: I was hoping my amazingly inspirational speech would urge everyone to do better than last year—but now it looks like we’re going to be later than ever! I mean, just look at this catastrophe!

 

(Quick pan to the lake on which Pinkie was skating. She watches worriedly from the shore as other skaters move about on the ice, which has cracked into large slabs.)

 

Mayor Mare: (from o.s.) The ice scorers made the ice chunks too big to melt!

 

(Their boss directs a shrug to the camera. Quick pan to Rarity’s table, where she is still trying to fix up Twilight’s mangled nest.)

 

Mayor Mare: (from o.s.) The nest designer’s horrendously behind. We need several hundred, and she’s only made one!

 

(Said designer sobs loudly and goes face first into the wreck. Quick pan back to Mayor Mare; as she continues, pan to the cloud-filled sky, then to a tree branch loaded with icicles underneath which a slightly embarrassed pegasus hovers.)

 

Mayor Mare: And don’t get me started on all the clouds still in the sky, the icicles on the trees… (Back to her.) …oh, this isn’t good! Not at all!

Applejack: And it’s gonna be all-to-pieces disastrous if we can’t get our seeds all planted.

 

(During this line, pan quickly to the carts of seeds, which stand uselessly amid the snowy farmlands. Back to a close-up of Rainbow after she finishes.)

 

Rainbow: Chillax, Applejack! We’re busting our chops as fast as we can!

Fluttershy: (from o.s.) No! Not fast! (Longer shot, framing her.) You have to wake animals slowly.

 

(Here come Big Macintosh and a second earth pony stallion, this one with a caramel-colored coat, dark blue eyes, and a dark brown mane/tail. His cutie mark cannot be seen at the moment due to the saddlebags he wears, but the contrition written across his face is all too clear.)

 

Big Macintosh: Uh, Applejack?

Applejack: (hoof to face) Oh, good gravy! Caramel lost the grass seeds again, didn’t he? (The second, Caramel, drops his head with a whimper.)

Macintosh: Ee-yup.

 

(Now a weather team pegasus mare flies onto the scene in a tizzy, joining two others.)

 

Mare: Ditzy Doo accidentally went north to get the southern birds! (Cut to Rainbow as she finishes.)

Rainbow: Oh, that featherbrain! Didn’t she learn her lesson last year when she went west?

 

(There follow several seconds of arguing among all the ponies.)

 

Mayor Mare: Stop this at once! (All silent.) We don’t have time to argue!

 

(Cut to Spike, still standing by the bush in which Twilight is hiding, and zoom in.)

 

Mayor Mare: (from o.s.) It’s almost sundown. Spring is going to be late again!

 

(Cut to just behind the bush; Twilight has emerged from it, but is still using it for cover to watch the group at the pavilion.)

 

Mayor Mare: Another year of scandal and shame! (Head-on view; Twilight peeks up as she continues o.s.) If only we could be more organized!

 

(Now the town’s unluckiest unicorn lifts her head clear with a huge smile and jumps out, all business.)

 

Twilight: Spike! Get my checklist and clipboard—stat!

Spike: (flustered, saluting) Yes, ma’am.

 

(They zip off in opposite directions, with Twilight moving to the newly-quarreling crowd.)

 

Twilight: Stop, everypony! (No effect; a bird perches on the bush.) Stop!

 

(Back to the group. A shrill, whistle-like note from the bird brings the squabble to a screeching halt, and a close-up reveals that Twilight has hit it with a spell to make it sound off. Zoom out; she ends the effect and gets an annoyed glare from the bird.)

 

Twilight: (whispering, to it) Sorry.

 

(Cut to her perspective of the group, then back to her during the following line.)

 

Twilight: I know you all want to complete your jobs on time.

 

(Her perspective again; now Caramel’s cutie mark can be seen as three blue horseshoes.)

 

Twilight: But arguing is no way to go about it. (Back to her.) What you need is… (Spike zips up, clipboard and quill in hand.) …organization! (Her perspective.) And I’m just the pony for the job!

 

(The ponies smile at each other, as do Twilight and Spike. Around these two, the background dissolves to put her at the front doors of the pavilion; zoom out as all others spread out to get back to work. Macintosh stacks hay bales alongside other nest parts, and the camera pans across the piles to Rarity’s table. She and a second unicorn are working steadily, having built up a sizable pile, and others are placing them in trees. Spike ticks off this item on his checklist.)

 

(Wipe to a lake that is still completely frozen over, with several ice skaters standing ready at the edges, and pan to Twilight, Spike, and Pinkie looking on. A map is spread out on the ground; a spot is tapped out, and Pinkie zips down to join the others, instantly getting her own skates on. The ponies began to move in formation, criss-crossing the ice with their skate tracks, and Spike checks off another item.)

 

(Wipe to a pennant being waved, showing the apple design seen on the banner hoisted in Applejack’s honor during “Applebuck Season.” Tilt down; she is waving it, with Twilight and Spike looking on, and the plant team swings into action. One stallion plows the snow away, a second follows to pull a plow and cut a furrow in the earth, and a third brings up the rear to plant seeds. The entire team has been set up in three-pony crews, and Applejack trades a high five with Twilight; Spike checks off the third item.)

 

(Wipe to a close-up of a bell suspended from a horizontally strung rope over an animal burrow, then cut to Fluttershy with a free end hanging in front of her. She gets it in her teeth and pulls, ringing both this bell and others that are attached to the same rope while Twilight and Spike watch. Several baby rabbits come out of one spot; Twilight smiles warmly at them, but grimaces upon looking off in another direction. Pan to Fluttershy, smiling serenely, then zoom out to frame the newly awakened critters: the same three snakes Twilight tried to rouse earlier. This time, though, they slither happily across in front of Fluttershy and Spike; a bird has even perched on the former’s head to watch. Leaves fall into view from above, prompting both to look up, and a cut to one branch shows the reason: Twilight has taken cover up here to get away from the snakes. She gives them an embarrassed grin while shivering with fright, Fluttershy and Spike trade a smile, and Fluttershy tips a wink up to the bird on her head.)

 

(It gives a shrill, whistle-like call that wakes Rainbow up from her nap atop a cloud, and she leads a squad of pegasi on a fast dive through the thick gray layer that still covers Ponyville. The turbulence of their passage is strong enough to blow all the clouds away in a single pass and strip snow off trees and hills, allowing the bright afternoon sun to shine through. Dissolve to a stream now swollen with runoff water, the cut to a long shot of the lake Pinkie and company skated on and zoom out. As the ice starts to melt, it fractures neatly along the lines they cut.)

 

(In the fields, now clear of snow, the plowing and planting work continues; up in the sky, a couple of pegasi deal with the last few clouds. A dissolve turns the sun into the moon and darkens the sky into nighttime, while the plant team makes a return pass. Close-up of a patch of ground; Spike reaches down to dig up a handful, drop some seeds in, and cover them over. A longer shot reveals that he has a basket of his own and is joining in. Even Mayor Mare and Twilight are on the job, the former hauling baskets of apples on her back as she follows a hay wagon, the latter toting loaded saddlebags.)

 

(Tilt up to the moonlit sky, which dissolves into the following morning as flocks of birds make their way across in a cacophony of chirping and singing with a pegasus escort. One passes very close to the camera; behind its wings, the view wipes to a tree in which new—and newly occupied—nests have been placed. Tilt down to ground level, where ponies haul wheeled tubs filled with water from the melted snow; each is fitted with a showerhead dispenser on its rear to sprinkle the grass and thus irrigate it. Spike ticks off this activity on the checklist and watches butterflies flit past as Applejack walks through behind him.)

 

(Butterflies, rabbits, turtles, raccoons, fish, bees—all are settling back into their normal behavior for the beginning of spring. As cartloads of rakes are hauled away, Twilight casts a satisfied eye over the vista: the snow is gone from Ponyville and the surrounding lands, the animals are properly awake and active, and no trace of winter remains. Standing on a ridge, she does not immediately notice the approach of Mayor Mare or the other workers from behind her.)

 

Mayor Mare: I can’t believe it! Spring is here—on time! And we have you to thank for it. If it weren’t for your organizing skills, we would still be arguing.

Macintosh: Ee-yup. (The crowd laughs; Pinkie has taken off her ice skates.)

Twilight: It was a team effort.

Mayor Mare: And since you helped every team, we have an official vest for you.

 

(Rarity steps up, levitating a vest. Seen from the front, it is green, with blue panels wrapping around from the back and tan trim.)

 

Mayor Mare: We give you the title “All-Team Organizer”!

 

(A flash, and the beaming unicorn is now wearing the vest. Close-up of it, tilting up to her face.)

 

Twilight: Gosh…I don’t even know what to say. Thank you, everypony!

Mayor Mare: And hereby I declare that winter is… (Cut to the other four ponies and the crowd; she continues o.s.) …wrapped up on time!

Crowd: Hooray! (Miscellaneous other cheering.)

Applejack: (to Pinkie, both looking to one side) Spike’s sure gonna be in for a hog-size surprise when that last piece of ice melts.

 

(Loud snoring asserts itself under her words. Quick pan to a close-up of Spike on the end of the line—out like a light, sawing branches, the clipboard underneath him. A long overhead shot and zoom out reveals that he is on a tiny floe in the middle of the otherwise-thawed lake. Laughter from all the o.s. ponies, then cut back the group and tilt up into the sky.)

 

(Dissolve to the exterior of the library, tilting down slightly toward ground level.)

 

Twilight: (from inside, dictating) “Dear Princess Celestia: Winter Wrap Up was one of the most special things I’ve ever been a part of here in Ponyville.”

 

(Cut to Spike, dressed in a robe and slippers and sitting in a rocking chair by a fire in the kitchen fireplace. He is writing this report on his clipboard rather than a scroll, but has to stop for a flaming sneeze while doing so on the next line—he has come down with a cold.)

 

Twilight: (from o.s.) “It helped me to learn that we all have hidden talents, and if we’re patient and diligent, we’re sure to find them.”

 

(Longer shot. She stands in the kitchen and has removed her tri-color vest; zoom in to a close-up during the next line.)

 

Twilight: “And as always, with good friendship and teamwork, ponies can accomplish anything.” How’s that, Spike?…Spike?

 

(He has dozed off in the chair.)

 

Twilight: (laughing gently) Oh, Spike…

 

(Her laughter continues as the view fades to black.)


CALL OF THE CUTIE

Written by Meghan McCarthy

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a schoolhouse during the day. The facility sports a playground, flagpole, and bell tower, as well as a sign by the front walk that displays a picture of an open book and two rearing fillies. Near the entrance is a filly-shaped topiary; a similar ornament tops the flagpole. Young voices are heard talking as the bell rings; inside, Apple Bloom sits among many other young ponies in a single large classroom. They sit on their haunches at separate desks, and some have placed their saddlebags alongside on the floor.)

 

(Zoom in slowly and cut to a close-up of one student’s cutie mark, panning to others: a flower, an ornate silver spoon, a bow and arrow, then a group of three smiling flowers on an adult pony who walks to the front. On the next line, zoom out to frame its owner, Cheerilee: earth pony mare, dark red-violet coat, green eyes, curly two-tone reddish-pink mane.)

 

Cheerilee: Let’s quiet down, please. We have a very important lesson to get to.

 

(The talking stops and she turns toward an easel set up by the front desk and chalkboard.)

 

Cheerilee: Thank you. Today we are going to be talking about cutie marks.

 

(Cut to the easel on the end of this; she nips the top sheet in her teeth and pulls it away, revealing several designs typical of the ones seen to date. A pink earth pony filly, with a meticulously waved violet/white mane and tail and light blue eyes, is not impressed. This is Diamond Tiara, who wears that particular item on atop her head.)

 

Diamond: (under her breath) Boring.

 

(Pan to Bloom, seated at the next desk, who throws her an annoyed look.)

 

Cheerilee: (from o.s.) You can all see my cutie mark, can’t you?

 

(Bloom comes up with a pencil in her teeth, ready to take notes. Back to the teacher’s cutie mark, zooming out as she speaks.)

 

Cheerilee: (nudging sheet off easel with head) Like all ponies, I wasn’t born with a cutie mark.

 

(A close-up of the new page shows two photographs tacked to it; one partially covers the other and depicts her as a filly with no cutie mark. Zoom in on it.)

 

Cheerilee: (from o.s.) My flank was blank.

 

(A white earth pony filly with a curly red mane/tail and pink-violet eyes behind large blue-framed glasses speaks up next, with a pronounced lisp. This is Twist.)

 

Twist: Awww, she’s so precious! (Cheerilee now has a pointer in her teeth.)

Cheerilee: Then one day, when I was about your age, I woke up to find that a cutie mark had appeared.

 

(Back to the easel on the end of this; she pushes the first photo away to expose the second: herself as a younger mare, with crimped and teased-out mane/tail, black/white checkered bandana, neon bracelets on one foreleg, a leg warmer on one rear leg. She also has braces, star barrettes in her mane, and her cutie mark. Zoom in.)

 

Filly 1: (from o.s.) Look at her hair! (The whole class laughs.)

Cheerilee: (rolling eyes; pointer no longer in mouth) Yes, I know, but honestly, that’s how everypony was wearing their mane back then. (Cut to the picture and zoom in; she continues o.s.) I had decided to become a teacher, and the flowers symbolized my hope that I could help my future students bloom— (Bloom takes notes.) —if I nurtured them with knowledge.

 

(Pan to her other side, where another earth pony mare inspects a front hoof in a bored manner. She has a gray coat, a two-tone mane/tail in lighter shades of this color, and light-blue-framed glasses in front of violet eyes whose color is slightly obscured by the lenses’ glare. She wears a pearl necklace, and her mane is tied in a braid hanging past one shoulder. This is Silver Spoon.)

 

Cheerilee: (from o.s.) The smiles represented the cheer I hoped to bring to my little ponies while they were learning. (Back to her.) Now, can anyone tell me when a pony gets his or her cutie mark? (Twist’s hoof shoots up.)

Twist: (from o.s.) Oh! Oh! Oh! (Cut to her.) When she discovers that certain something that makes her special.

Cheerilee: That’s right, Twist. (circling to stand behind desk) A cutie mark appears on a pony’s flank when he or she finds that certain something that makes them different from every other pony. (Cut to Bloom; she continues o.s.) Discovering what makes you unique isn’t something that happens overnight. And no amount of hoping, wishing, or begging will make a cutie mark appear before its time.

 

(During the second half of this, Bloom’s note-taking is interrupted by two “Pssst!” interjections from Diamond—the first with her o.s., the second as she leans briefly into view. After Cheerilee finishes, she leans over again.)

 

Diamond: Pssssssst!

Bloom: (softly) What?

 

(Diamond ducks away and comes up with a folded paper in her teeth, flicking her eyes across the way to indicate Silver gesturing to receive it. Close-up as Bloom gets hold of it in her mouth.)

 

Cheerilee: (from o.s., sharply) Apple Bloom!

 

(Zoom out as the passer aims a pair of bright shining innocent eyes straight ahead.)

 

Cheerilee: (from o.s.) Are you passing a note? (Bloom drops it.)

Bloom: I…um… (Cut to the approaching Cheerilee.)

Cheerilee: What could be so important that it couldn’t wait until after class?

 

(She directs her eyes toward the floor with a little gasp; cut to a close-up of the dropped sheet.)

 

Cheerilee: (from o.s.) It’s blank!

 

(She aims a disapproving stare at the yellow filly as the camera zooms out to frame Diamond, who laughs nastily. Her voice marks her as a snob from head to hooves.)

 

Diamond: (softly) Remind you of anypony?

 

(Silver joins in the laugh as Bloom looks unhappily at her own unmarked hindquarters and the camera zooms in briefly on them. Cut to an overhead shot of the room, zooming out as all the other students whisper and stare at the yellow filly, then fade to black.)

 

 

OPENING THEME

 

 

Act One

 

(Opening shot: fade in to the exterior of the schoolhouse. The bell rings and students head out the door; Twist hops merrily along the walk, while Bloom lags dejectedly behind for a moment, toting her saddlebags. Twist, like Bloom, does not have a cutie mark.)

 

Twist: Want some sweets? I’ve got some peppermint sticks. I made them myself.

Bloom: (shaking head) Mmm-mmm.

Twist: (coaxing; both stop) They’ll make you smile.

Bloom: No.

 

(She looks back the way she came and sees Diamond and Silver walking along. Each filly’s cutie mark is the same as her name; Silver’s has a pink heart worked into its handle.)

 

Diamond: I don’t know why we had to sit through a lecture about getting a cutie mark. I mean, waiting for your cutie mark is so last week.

 

(They have now pulled even with Bloom and Twist, Cut to Silver, who waggles her rump smugly for Bloom to glare at.)

 

Diamond: (from o.s.) You’ve got yours… (Cut to her, showing off for Twist.) …I just got mine. (walking past) We all have them already. (She gasps and doubles back.) I mean, almost all of us have them already.

 

(The bespectacled white filly glowers silently at the showoff, who circles around with Silver.)

 

Diamond: Don’t worry, you two. You’re still totally invited to my cute-ceañera this weekend.

 

(Except for the first syllable, the word “cute-ceañera” is pronounced identically to “quinceañera”—in Latin American culture, a party commonly thrown to celebrate a girl’s fifteenth birthday. Silver’s voice marks her as the one who made fun of Cheerilee’s mane/tail in the old photo; she is as stuck-up as Diamond.)

 

Silver: It’s going to be amazing.

Diamond: It’s a party celebrating me and my fantastic cutie mark. How could it not be?

Diamond, Silver: Bump, bump, sugar lump rump!

 

(On the first “bump,” they tap one front hoof together—Diamond’s right, Silver’s left—while standing on the opposite hind leg. On the second, they stand on both hind legs and tap both front hooves together. “Sugar lump”: Diamond’s left hock and Silver’s right one touch. “Rump”: they put their rumps together so that their cutie marks are framed next to each other. Their giggles contrast markedly with Bloom’s disgusted expression.)

 

Bloom: (under her breath) Gimme a break. (Diamond and Silver walk off.)

Silver: See you this weekend… (Both giggle.)

Diamond, Silver: …blank flanks!

 

(More derisive laughter as the camera zooms in on the discomfited pair. Dissolve to a long shot of Applejack and Bloom among the trees of Sweet Apple Acres. The elder sister is picking up scattered apples in her teeth and dropping them into a tub.)

 

Bloom: It’s not fair! (Close-up.) It’s just not fair! (Applejack sighs with a touch of impatience.)

Applejack: Don’t get your mane in a tangle. You’ll get your cutie mark. Everypony gets one eventually.

Bloom: But I don’t want one eventually! I want one right now! I can’t go to Diamond Tiara’s cute-ceañera without one. I just can’t!

Applejack: ’Course you can. You know, I was the last pony in my class to get a cutie mark, and I couldn’t be prouder of it.

 

(Extreme close-up of the three red apples near her tail.)

 

Applejack: (from o.s.) I knew my future was to run Sweet Apple Acres— (polishing them with a knee) —and these bright shiny apples sealed the deal.

 

(Cut to frame both. She gasps as an idea strikes, then continues without noticing Bloom walking away.)

 

Applejack: Come to think of it, Granny Smith was the last one in her class, too. Huh…same with Big Macintosh.

Bloom: (kicking an apple) I really don’t see how that’s supposed to make me feel better. (She sits on her haunches, her forelegs hanging into an apple tub.) It probably means that bein’ the last one in your class to get a cutie mark runs in the family.

 

(She leans her head into the tub, then yanks it out and gets upright.)

 

Bloom: Runs in the family… (smiling) …runs in the family! (She zips back to Applejack.) Runs in the family! You’ve got apples for your cutie mark…Granny Smith has an apple pie… (leaning into Applejack’s face) …Big Macintosh has an apple half…my unique talent must have somethin’ to do with apples! (jumping back and forth) Apples, apples, apples!

 

(She thuds down, a few loose pieces of fruit tumbling back; at ground level, she has fallen into a full tub and upset it. She manages an embarrassed chuckle; zoom out to show Applejack sending an irked glance her way.)

 

Bloom: Apples.

 

(Wipe to a busy Ponyville street and pan past Sugarcube Corner to an apple cart. Applejack and Bloom stand by it, each wearing a white apron; Bloom has an apple balanced on her head, while Applejack calls out to the crowd.)

 

Applejack: Get your delicious, nutritious apples here!

Bloom: Delicious and nutritious, and so many uses!

 

(With a toss of her head, she flips the apple upward, catches it in her mouth, and starts chewing.)

 

Bloom: You can eat ’em… (Swallow; she addresses Carrot Top and another mare.) …play with ’em…

 

(Grabbing another one from the nearest tub in her teeth, she throws it into the air and smacks it with a tennis racquet, which winds up a sopping, pulpy mess. A distant crash marks the outcome of her serve.)

 

Voice: Hey! Watch it! (A third apple goes airborne.)

Bloom: (kicking it backward) …create fine art for your home with ’em…

 

(A unicorn stallion, about to start painting a picture, has his creativity rudely interrupted when the apple splatters against his canvas. He catches some of the mess on his nose and glares at Bloom when she zips over.)

 

Bloom: …you’d have to be crazy not to get a bushel of your very own! (Applejack reaches into view and yanks her back by her bow.)

Applejack: (laughing apologetically, to crowd) She’s so creative. (Doctor Whooves passes.)

Bloom: You, sir! (She rushes ahead and pulls even.) Care to buy some apples?  

Whooves: Uh, no, thanks. (She pops out from a produce cart to cut him off.)

Bloom: Why not?

Whooves: (backing away nervously) I have plenty at home. (He runs into Bloom, now behind him.)

Bloom: Are you sure?

Whooves: (walking forward) Yes, I’m pretty sure I—

 

(She cuts him off again and slowly backs him up toward the apple cart.)

 

Bloom: You’re pretty sure, but you’re not absolutely, positively, completely, super-duper sure, are you? (He begins to sweat buckets before this onslaught.)

Whooves: Uh, if I buy some apples, will you please leave me alone?

Bloom: (brightly) All right!

 

(After a quick bit of fishing around, he produces several coins, throws them into Applejack’s apron pocket, then bolts away with an apple in his teeth. Close-up of her.)

 

Applejack: (calling after him) You forgot your change!

Bloom: (from o.s.) Woo-hoo! (Cut to her.) That’s how you sell some apples and get a cutie mark!

 

(These last words puzzle her older sister a fair bit. Now Bloom starts circling in place, her head cocked back over her shoulder to see if any new decorations have popped up farther back.)

 

Bloom: So, what does my cutie mark look like? A shoppin’ bag full of apples? A satisfied customer eating an apple?

 

(She stops, noticing the area to be still blank, and crosses to a mare looking over a tub of apples placed on the ground during the next line. This is Berry Punch: earth pony, pink coat deeply tinged with purple, eyes and curly mane/tail in deep magenta, cutie mark of a bunch of grapes and a strawberry.)

 

Bloom: Hmmm…maybe I gotta increase my sales figures first. (She looks Berry dead in the eye.) You touch it, you buy it! We take cash or credit.

 

(This declaration comes with enough force to push the prospective customer back in a fright. Now Applejack steps in.)

 

Applejack: I’m sorry, ma’am. (Berry bails out.) Ma’am!

 

(With a frustrated little sigh, she turns to face front again.)

 

Applejack: Now, Apple Bloom, you can’t just—

 

(On the end of this, cut to Bloom, now emptying a tub of apples into a saddlebag worn by Bon Bon.)

 

Bloom: That’ll be four bits. (The mare glares down at her.)

Bon Bon: I didn’t put those in my bag! (Close-up of Bloom.)

Bloom: Likely story. Four bits, lady!

Applejack: (from o.s., shoving hoof over her mouth) Apple Bloom! (Longer shot, framing all three.) I am really, really sorry ’bout that. She’s new.

 

(Close-up of the saddlebag that has not been stuffed with apples.)

 

Applejack: (from o.s.) Here. Take these. (Several are dumped in.) No charge. (All three again; she points to another load.) And these.

 

(They go in, but Bon Bon still does not seem satisfied—so Applejack pulls out another tub.)

 

Applejack: And these.

 

(Since the saddlebags are now full to bursting, she hoists this tub on her head and drops it on Bon Bon’s back, causing her to nearly collapse under the total weight. She drags the apples away.)

 

Applejack: (calling after her) Y’all come back now, you hear?

 

(Looking back at the cart, she discovers that the entire inventory is now gone.)

 

Bloom: What?

Applejack: Sorry, little sis, but your apple-sellin’ days are over! (She pulls at Bloom’s apron in her teeth.)

Bloom: What?! (It comes off.) But how else am I gonna get my cutie mark? (She yanks it back.)

Applejack: Home! (stamping a hoof) Now!

 

(The failed salesgirl spits the apron away with a pout and whine.)

 

Applejack: (sighing) Listen, sugar cube. I know it’s hard to wait for your very own cutie mark, but you just can’t force it. (Cut to the sulking Bloom; she continues o.s.) Besides, you’re not that grown-up just yet. (Zoom out to frame her.) Ain’t there other fillies in your class without one?

Bloom: Well…Twist doesn’t have hers yet.

Applejack: Do you think you’d feel better if you went to the party with her?

Bloom: (smiling) Mmm-hmm.

Applejack: Well, there you go! Bet you and Twist would have a great time together. (Bloom starts to hurry off.) Now run along and find your friend. (She stops.)

Bloom: You’re sure you don’t want me to stick around ’til the end of the market?

 

(The owner of the tennis racquet she used to hit the apple has found it and is not amused. Earth pony stallion, light tan coat, dark brown mane/tail with mustache and sideburns. He wears a red headband that holds his mane back, a blue/white sweatband on one foreleg, and yellow/white shorts that hide his cutie mark. In addition, he has dark blue eyes and prominent tufts of hair on his chest.)

 

Tennis pony: Hey! Who’s been usin’ my racquet?

 

(Zoom out to frame the two sisters observing worriedly from a distance.)

 

Applejack: Yeah. I’m sure.

 

(Wipe to the exterior of the herb/flower shop and zoom in as Bloom trots to the front door and knocks. Its top half opens and Twist looks out, noticing her classmate after a moment. When she speaks, her tone is somewhat less cheerful than when they met after school, though she is still smiling.)

 

Twist: Oh. What’s up, Apple Bloom?

Bloom: (occasionally glancing back at her rump) So I was thinkin’, maybe we could go to Diamond Tiara’s cute-ceañera together. I don’t have a cutie mark, you don’t have a cutie mark.

Twist: (uneasily) Well, um…

 

(She ducks down and hits the latch on the door’s lower half. It swings opens to expose two things: a suddenly self-satisfied grin, and a mint-condition cutie mark of two crossed candy canes. Bloom stares pop-eyed with a gasp; Twist brightens considerably as she walks past.)

 

Twist: Isn’t my cutie mark swell? I’ve always loved making my own savory sweets, but it took me some time to discover that it was my super-special talent. Pretty sweet, huh?

 

(If Bloom’s spirits were low before, they are now perhaps five feet beneath her hooves. She sits on her haunches in front of the shop door.)

 

Bloom: Yeah. (looking herself over) Pretty…sweet.

Twist: (consolingly) Hey, this doesn’t mean we can’t go to the cute-ceañera together. (Diamond and Silver cross behind her.) You’re still gonna come to the party, aren’t you?

Diamond: Of course she will.

Silver: It’s not like being the only pony there without a cutie mark will be, like… (Contemptuous laugh; she continues o.s. in a cut to Bloom.) …the most embarrassing thing ever.

 

(Those last five words cause the little filly’s cheeks to burn red with shame, and she bites her lower lip to keep from crying as the stuck-up pair’s nasty laughter drifts over. Zoom in slowly and snap to black.)

 

 

Act Two

 

(Opening shot: fade in to Bloom, sitting glumly on her belly by a well. Rainbow Dash pokes her head into view from above.)

 

Rainbow: Whoa. Looks like somepony’s got a dark cloud hanging over her head.

 

(Zoom out. The well sits amid a cluster of houses in Ponyville, and there is indeed a dark cloud directly overhead—a sizable one, to be exact.)

 

Rainbow: Let me do something about that. (She bulldozes it away and descends to the ground.) What’s the matter, kid?

 

(Bloom stands up, sucks in a huge breath, and starts to spill her guts.)

 

Bloom: (rapid fire) There’s a cute-ceañera this afternoon and everypony in my class’ll be there and they’ll all have their cutie marks and I wanna get my cutie mark but I’m no good at sellin’ apples but I really wanna go to the party but how can I go to the party if I don’t have my cutie mark which my big sister says I’m gonna get eventually but… (full whine mode) …I WANT IT NOOOWWW!

 

(The pegasus does not even skip a beat in the face of this phonetic onslaught.)

 

Rainbow: Cutie mark? I can get you a cutie mark like that! (She snaps her tail out straight on the last word.)

Bloom: Applejack says these things take time. I have to just wait for it to happen.

Rainbow: Why wait for something to happen when you can make it happen?

Bloom: But…Applejack says that…

Rainbow: Hey, who are you gonna listen to? Applejack, or the pony who was first in her class to get a cutie mark? (flexing wings, bounding over Bloom) I always liked flying and all, but I was going nowhere in a hurry. It wasn’t until my very first race that I discovered a serious need for speed.

 

(Cut to an empty bit of air, which is quickly filled by an extreme close-up of the tri-color lightning bolt and cloud on her haunch.)

 

Rainbow: (from o.s.) And ka-zam! (Zoom out; she goes into a crouch.) This sweet baby appeared as fast as lightning.

 

(She takes off, leaving a certain yellow filly to gaze up in admiration. Dissolve to an extreme close-up of said filly’s straining face and front hooves as she does push-ups in the grass.)

 

Rainbow: (from o.s.) That’s right!

 

(In a longer shot, she hovers just behind Bloom, having put on a headband and hung a whistle around her neck. Bloom has a headband as well as her bow.)

 

Rainbow: Stretch out those legs! Gotta be nice and loose! The key here is to try as many things as possible, as quickly as possible. One of ’em is bound to lead to your cutie mark. Are you ready? (Bloom straightens up.)

Bloom: I’m ready!

Rainbow: I said, are you ready?!?

Bloom: (rearing up) I’m ready!

 

(A ball drifts across the view, filling the screen.)

 

Rainbow: (voice over) Juggling! Go!

 

(Behind it, wipe to a close-up of her blowing the whistle. The trainee stands on one hind leg, juggling several balls from a nearby basket. She does well for a few seconds, then loses her balance and belly-flops into the grass, the balls bouncing off her head and back. A hang glider drifts across the screen.)

 

Rainbow: (voice over) Hang gliding! Go!

 

(Behind it, wipe to her standing on a cliff; she blows her whistle, and Bloom—now sporting an old-style aviator’s leather helmet and goggles—starts into a sprint with a glider on her back. After several dozen yards, she trips and starts to tumble head over tail.)

 

Bloom: Whoa!

 

(She slides to an upside-down stop just short of the cliff, with one corner of the glider hanging over the edge and Rainbow throwing her a slightly disgusted look. A boxer’s heavy bag drifts across the screen.)

 

Rainbow: (voice over) Karate! Go!

 

(Behind it, the view wipes to show Rainbow standing in a dojo and clad in a white martial-arts training uniform. At the sound of her whistle, an identically clad Bloom launches a flying kick; she has removed her headband.)

 

Bloom: Hai-yah!

 

(One rear hoof connects squarely with a heavy bag, but it does not move; instead, Bloom’s face instantly freezes into an expression of incredible silent pain. She hangs motionless for a second before thudding to the floor. A kite swoops across the screen.)

 

Rainbow: (voice over) Kite flying! Go!

 

(Behind it, Rainbow is seen blowing her whistle in a meadow. She and Bloom have ditched the uniforms, and Bloom—now back in her blue headband—stands with a kite made of leaves lying behind her, its spool of line in her teeth. She begins to gallop, letting the line play out as the kite starts to gain altitude; all too soon, though, it takes a few deranged loops and nose-dives straight to the ground. The novice kite-flyer watches wide-eyed as all the leaves crumple off the branch framework.)

 

Rainbow: (voice over) Ultra Pony Roller Derby! Go!

 

(During this line, a roller skate crosses the screen; behind it, Rainbow blows her whistle while standing on a small platform. Zoom out; it is a table on the infield of a roller rink, and a crash-helmeted Bloom scrambles by on skates with three tough-looking colts in pursuit. She looks fearfully back just in time to see them growl at her, then pitches forward with a scream and tumbles out of control. The other three slam on the brakes, but too late; the screen fills with their impact, then clears to show all four skaters lying in a semiconscious tangle at one corner of the rink. Bloom extricates herself and rolls slowly away, red-faced and grinning as best she can.)

 

(Dissolve to her lounging under a tree, while Rainbow looks at a checklist.)

 

Rainbow: Tried that one…tried that one…tried that one…

 

(The sound of young laughter catches Bloom’s attention. Pan in its direction to the Carousel Boutique, which is only a few steps away; the source is Diamond and Silver, who are walking past. Diamond has a large, wrapped box on her back.)

 

Silver: Your new outfit is like, perfect for the party. (Back to Bloom, who gasps in fright and dives behind a bush.)

Diamond: (from o.s.) I know. It totally shows off my new cutie mark.

 

(Zoom out to frame the pair as they walk by Bloom and Rainbow.)

 

Silver: I love being special.

Diamond: Can you imagine how embarrassing it must be to be…not special?

Silver: (sighing with contempt) I don’t even want to, like, think about it.

Rainbow: (looking at checklist) Tried that one… (The bush; she continues o.s.) …ugh, tried that one… (Bloom climbs out.)

Bloom: I’m doomed! Doomed! I’ll never find somethin’ I’m good at!

 

(She drops her head with a pathetic little whimper before Pinkie Pie pokes her head into view.)

 

Pinkie: You look like you’d be good at eating cupcakes.

Bloom: (smiling) Eatin’ cupcakes?

Rainbow: Eating cupcakes?

Pinkie: (jumping in place, sing-song) Eating cupcakes! (She hops away.)

Bloom: I really appreciate all your help, Rainbow Dash. (slowly backing off) You’re a really great coach and I’ve really learned a lot from you, and I’m sure I could learn a lot more, but…I’ve got some cupcakes to eat! (dashing after Pinkie) See you at the cute-ceañera! (calling ahead) Hold on, Pinkie Pie! I’m comin’!

 

(Wipe to a close-up of the high-spirited pony walking into the kitchen of Sugarcube Corner from outside.)

 

Bloom: I can’t believe I didn’t think of this. (Longer shot; Pinkie is setting a muffin tin on the counter.) A cupcake-eatin’ cutie mark! It’s so obvious! (zipping about, looking in drawers/cabinets/oven) Now, where are those cupcakes? I’m ready to chow down!

Pinkie: I don’t have any cupcakes.

Bloom: Oh. (Pinkie gasps sharply; close-up of Bloom.)

Pinkie: (from o.s., plunking chef’s hat on Bloom’s head) But you look like you’d be good at helping me make some!

Bloom: (uncertainly) I guess a “making-cupcakes” cutie mark could work too.

 

Light mandolin/tambourine melody, fast 4 (D major)

 

(Pinkie leans into view and sings with a wink, then dumps some flour into a mixing bowl. During the song, Bloom’s mood gradually shifts from puzzlement to enthusiasm.)

 

Pinkie:                All you have to do is take a cup of flour, add it to the mix

(Lollipops and candy are added next; Bloom eyes a lemon that is balanced on her head; it falls as Pinkie winks again.)

                            Now just take a little something sweet, not sour, a bit of salt, just a pinch

Bass in

(She twirls the muffin tin on her nose, flips it onto her head, and knocks a full spoon with her chin to send it flying.)

                            Baking these treats is such a cinch, add a teaspoon of vanilla

(It sails over Bloom’s head.)

                            Add a little more and you count to four, and you never get your fill-a

 

Drums/synthesizer in

 

(The pink pony proceeds to break the laws of physics repeatedly throughout the remainder of the song. Namely: instantly popping her head into view from above after bounding out of view, then just as quickly appearing from behind the pantry and a hanging lamp. She tops it off by twice making herself appear in two places at once, facing the camera directly and interacting with Bloom. The most “normal” thing she does is to keep the young filly from dropping a stack of pans balanced on her head.)

 

Pinkie:                Cupcakes, so sweet and tasty, cupcakes, don’t be too hasty

                            Cupcakes, cupcakes, cupcakes, cupcakes

 

Song ends

 

(In the final overhead shot of the song, Bloom has done away with her chef’s hat. Dissolve to a close-up of a newly disorganized counter; the whir of an electric mixer is heard, and a gobbet of batter splats down. Zoom out and pan across the kitchen to frame Bloom, who has donned the hat again and is working the mixer. A buzzer sounds, and she whips across to the oven without bothering to shut off the device; more batter goes flying as she grabs the door handle in her teeth and pulls. The combination of black smoke from the oven, and dust from a bag of flour she knocks over, causes her to cough for a moment before grabbing a potholder in her teeth to pull the cupcakes out. Her eyes pop in sudden pain.)

 

Bloom: (spitting out tin) Hot! Hot! Hot! (She lets her tongue hang out.)

Pinkie: (from o.s.) Ooh! (Close-up of the treats, burned black.) Those look much better than the last batch.

 

(Zoom out to frame her standing over the smoking lumps. She takes a big crunchy bite out of one, crumbs adhering to her bulging cheeks, as Bloom watches in total disbelief. She licks her chops and tries one herself, only to spit it out.)

 

Bloom: (crushed) Guess I’m not cut out to be a baker either. (moaning; close-up—white patch partially in view on flank) I just have to face it. I’m gonna have a blank flank forever.

Pinkie: (from o.s.) What about that?

 

(The red-gold eyes bug out and turn back to “that,” which is in the spot where a cutie mark would go.)

 

Bloom: What about what? (circling in place; chef’s hat falls off) Is there somethin’ on my flank? Is there? Is there? Is there?

 

(Rushing to an overturned metal bowl on the floor, she angles herself to show the spot’s reflection clearly. She gasps happily.)

 

Bloom: A cutie mark! It’s a…

 

(Close-up of the reflection, which shows a measuring cup fading into view on the white ground. Zoom in on it.)

 

Bloom: (from o.s.) A measurin’ cup? (Fade away.)  No. (Bowl appears.) A mixin’ bowl? (Fade away.)  No. (Back to her.) Are those cupcakes?

 

(The reflection again; three cupcakes appear now.)

 

Bloom: (from o.s.) A tower of cupcakes, maybe.

 

(Zoom out as Pinkie blows over the white patch, causing it to disappear.)

 

Pinkie: Flour! It’s flour! (jumping up and down) Yay! I guessed it! What game do you want to play next? Please say bingo, please say bingo.

 

(She has not noticed the devastating effect that her action has had on Bloom. Both are caught off guard by the next voice.)

 

Twilight Sparkle: (from o.s.) Whoa!

 

(Zoom out to frame her at the kitchen door.)

 

Twilight: What’s been going on in here? (Pinkie slides over, burned cupcakes on head.)

Pinkie: We’ve been making cupcakes. Want to try one?

Twilight: No, thank you. Not that they don’t look… (forcing a grin) …delicious.

Bloom: Twilight! You have to help me!

Twilight: What’s the matter?

 

(For the second time this act, the little pony gets a good lungful of air and proceeds to tell the tale.)

 

Bloom: (rapid fire) Tiara’s cute-ceañera’s today and everypony in my class’ll be there and they’ll all have their cutie marks and I wanna get my cutie mark but I’m no good at selling apples or hang gliding or making cupcakes. But I wanna go to the party but how can I go to the party if I don’t have my cutie mark, which Pinkie Pie says I can’t just make appear, but I need it to appear… (full whine mode) …RIIIIGHT NOOOOW!

 

(Like Rainbow, Twilight has managed to hold her ground and her composure through this verbal torrent.)

 

Twilight: Uh…I don’t follow. How can I help you?

Bloom: You can use your magic to make my cutie mark appear!

Twilight: Oh, no, Apple Bloom.

 

(Close-up of Pinkie’s mark; zoom out on the next line to frame her mixing batter.)

 

Twilight: (from o.s.) A cutie mark is something that a pony has to discover for herself. (Bloom pops up into view.)

Bloom: Please, Twilight. Just try. (Shift to frame both.)

Twilight: I’m sorry, but—

Bloom: (fidgeting, grabbing Twilight’s chest) Oh, please, please, please, please, please!

Twilight: All right, all right! (Bloom backs up.)

Bloom: Oh, thank you, thank you, thank you!

 

(The multitalented unicorn fires up her horn and hits the right spot with a blast. A cart filled with apples appears.)

 

Bloom: YES! (It slowly fades away.) I knew you could do… (sadly)…it.

Twilight: I’m sorry, sweetie. But I told you—

Bloom: Try again, try again!

 

(With the classic sigh that is the precursor of “I told you so,” Twilight follows orders. This time, she conjures up a kite mark, which fades out. This is followed by three cupcakes, a teddy bear, a tricycle; the view then shifts to Bloom’s face, which gradually shows increasing dejection as flash after flash hits her with increasing speed. The final failed attempt is a trio of footballs, after which she voices a little gasp and Twilight lifts her head clear.)

 

Twilight: Told you that not even magic can make a cutie mark appear before its time.

Bloom: It’s hopeless. Hopeless! (walking slowly to shop floor) I just won’t go to the party. I can’t go! Everyone will just laugh at me and make fun of me and call me names. It will be the worst night of my life.

Twilight: I’m sure it won’t be as bad as all that. (Close-up of Bloom.)

Bloom: Forget it. There’s no way I’m goin’ to that…

 

(Zoom out quickly. Around her, the shop floor is suddenly filled with mares and fillies, presents and sweets are stacked up on the tables, and the whole place is tricked out for a soiree.)

 

Bloom: (swallowing hard) …party?

 

(Zoom in slowly on her expression of glassy-eyed shock and snap to black.)

 

 

Act Three

 

(Opening shot: fade in to a tray of frosted cupcakes. Music and happy chatter are heard as one of the partygoers leans into view to take a bite, but the taste disagrees badly with her and she quickly spits it out on the floor. The dark color visible under the frosting shows this to be one of Bloom’s botched baking attempts. Elsewhere, others are talking as Diamond struts her stuff, wearing an outfit that consists of a white-polka-dotted pink saddle with blue and pink edging and a frilly white collar. Silver, alongside, wears a pink/blue saddle with yellow/light-green edging and a blue collar accentuated by a yellow flower. Even Twist is getting into the spirit, leaving Bloom to stand by herself in the background by a chocolate filly sculpture as the camera zooms in on her. She ducks behind this and peeks out.)

 

Bloom: How could I have forgotten the time? How could I have forgotten Pinkie Pie was hostin’ the party? How could I have forgotten it was at Sugarcube Corner?

Pinkie: (from o.s., setting a party hat on her head) Don’t forget your party hat… (Longer shot; she wears one as well.) …Forgetty Forgetterson!

 

(She hops away, and Bloom dives behind the sculpture again, her hat falling off.)

 

Bloom: (zipping from sculpture to hide behind a cake) I have to get out of here before anypony sees me.

 

(A couple of late arrivals stroll in, after which Snails—one of the two young unicorns who woke up the Ursa Minor in “Boast Busters”—walks over to the cake and takes a huge bite. The resulting hole is big enough to leave Bloom in view.)

 

Diamond: (from o.s.) Hey! (Zoom out; she gets in Snails’ face.) It’s my cute-ceañera! I’m supposed to get the first bite of cake!

 

(The yellow filly takes advantage of the distraction to get away from the table. Pan to another guest wearing a large hat; a moment later she steps away to leave Bloom visible, hunkered down on a table. The next dive is behind a bunch of balloons, but they start to pop after the camera cuts to her side of it. Out in front, a unicorn stallion is dancing and swinging his head about so that his horn bursts one after another. Her cover blown, Bloom makes another break for it and works her way from a table, to a group of guests, to another table, and then the one with the punchbowl. A peek out from beneath its cloth shows that she has nearly reached the open exit door.)

 

Bloom: (softly) Okay, Apple Bloom. (Zoom in on the doorway; she continues o.s.) Almost there.

 

(Lifting the table on her back, she tiptoes gingerly down the home stretch, stopping twice so as not to draw attention. On the second stop, Berry Punch notices the bowl and slurps directly from it, ignoring the provided cups. Bloom’s third maneuver/stop puts her nearly at the doormat; in close-up, she emerges and happily heads out, only to run flat into Applejack when the camera zooms out.)

 

Applejack: Apple Bloom! You made it! (walking in, pushing Bloom back) After I heard about Twist, I was afraid you wouldn’t show up. Sure am glad you came to your senses about this whole cutie mark thing.

 

(She has not noticed her sister’s profuse sweating and scrabbling to get past her and out the door. Cut to Bloom’s retreating perspective of the foiled escape route.)

 

Applejack: (from o.s.) These things happen when these things are supposed to happen. (Back to the pair.) Tryin’ to rush it’ll just drive you crazy. (She stops.) I’ll let you be. Looks like your friends want to talk to you.

 

(Bloom throws a worried glance over her shoulder; quick pan to Diamond and Silver, who are clearly relishing the moment. As they close in, the unmarked pony looks desperately around herself and yanks the cloth off the punchbowl table with her teeth. After a quick bit of knotting, she gets it tied around herself to act as a makeshift dress that covers her entire rear half, except for her tail.)

 

Diamond: (from o.s.) Well, well, well. (Zoom out; she and Silver approach.) Look who’s here.

Silver: Nice outfit. (They trade a wicked giggle.)

Bloom: Just somethin’ I, uh, pulled together last minute.

Diamond: It really shows off your cutie mark. Oh, wait, that’s right—you don’t have one.

Bloom: I have a cutie mark.

Silver: (caught off guard) What? Since when?

Bloom: Since, um, earlier today. (Cut to Diamond.)

Diamond: Oh, really? Let’s see it. (Pan to Bloom, caught off guard by this challenge.)

Bloom: I shouldn’t. I-I couldn’t. (smiling with false bravado) My cutie mark is so unbelievably amazing. I’m afraid that if I show it off, everyone will start paying attention to me instead of you.

 

(On the second half of this last sentence, cut to Diamond and Silver, whose faces betray a combination of disbelief in her story and fear that she might have the goods to back it up.)

 

Bloom: Outshined at your own cute-ceañera? (leaning close to Diamond) Can you imagine how embarrassin’ that would be?

Diamond: Ah, forget it. I didn’t really want to see it anyway.

Bloom: (cheerfully) Okay. Well, I’m gonna go mingle. (She saunters away.) Enjoy your party!

 

(She lets off an almost inaudible sigh of relief at having bluffed out the pair—and then the edge of her “dress” catches on one of the floorboards. After a moment’s straining against the snag, she rips free of it and topples forward headfirst. Instead of going out the door, though, she bangs into a table next to it that holds a wind-up phonograph. The loud scratch of the needle being knocked off the record elicits a gasp from the crowd, followed by stunned silence as a smirking Diamond and Silver zip over. Bloom’s blank hide is now out there for all to see.)

 

Bloom: Oh, no. (Laughter from the pair.)

Silver: Oh, wow, that is an amazing cutie mark. (More laughter.)

Diamond: Nice try…

Diamond, Silver: …blank flank!

 

(Bloom finds herself on the receiving end of more mockery and a soft chant of “blank flank”—until a brash young female voice speaks up.)

 

Voice: You got a problem with blank flanks?

 

(Stunned gasps from the entire crowd, two of whom back away to expose a pair of fillies hiding under a table behind them. On the start of the next line, they step out into full light. The speaker is an orange pegasus with a deep magenta, unruly mane/tail and vivid violet eyes. Her companion is a unicorn, nearly the same gray-tinged white color as Rarity; she has light green eyes and a curly mane/tail in pastel pink and violet. These two are Scootaloo and Sweetie Belle, respectively, and both are plenty sore about the ribbing Bloom has taken. Both are roughly the same age as Bloom.)

 

Scootaloo: I said, you got a problem with blank flanks? (Back to Bloom, Diamond, and Silver.)

Silver: The problem is, I mean, she’s, like, totally not special.

 

(Sweetie’s voice carries a higher pitch than Scootaloo and squeaks from time to time, but her vexation gives it the same edge.)

 

Sweetie: (from o.s.) No… (trotting to stand by Bloom) …it means she’s full of potential. (Zoom out; Scootaloo is on Bloom’s other side now.)

Scootaloo: It means she could be great at anything. The possibilities are… (imitating Diamond and Silver) …like, endless.

 

(Slow pan across the dumbstruck crowd.)

 

Sweetie: (from o.s.) She could be a great scientist, or an amazing artist, or a famous writer. (Back to the trio.) She could even be Mayor of Ponyville someday!

Scootaloo: And she’s not stuck being stuck-up like you two.

 

(Said two take this very badly, but the rest of the bunch gets a good laugh out of it.)

 

Diamond: Hey! This is my party. Why are you two on her side?

Scootaloo: Because…

 

(For the first time, she and Sweetie turn to present their profiles to the camera, rump to rump. Neither has a cutie mark, and Bloom gasps at the sight—or lack of one, in this case.)

 

Bloom: You don’t have your cutie marks either? I thought I was the only one!

Scootaloo: We thought we were the only two. (Twilight walks up.)

Twilight: I, for one, think you are three very lucky fillies.

Diamond: Lucky? (Silver lets her tongue hang out in disgust.) How can they be lucky?

Twilight: They still get to experience the thrill of discovering who they are— (Cut to them; she continues o.s.) —and what they’re meant to be.

Applejack: (walking over) And they’ve got all the time in the world to figure it out— (to Bloom) —not just an afternoon.

 

(The young pony finds herself the center of attention from several others in her age group. The next two lines overlap somewhat.)

 

Filly 2: Wow, Apple Bloom! I wish I could be a scientist.

Filly 3: Do you really think you could be Mayor?

Filly 4: Maybe I got my cutie mark too soon.

 

(The mark in question is a crown. All too quickly, the focus shifts away from Diamond and onto the trio. The two fillies with the overstuffed egos find themselves standing alone.)

 

Diamond: Hey, what’s everypony doing? This is my party. Everypony’s supposed to be paying attention to me!

Silver: Whatever. We still think you’re losers—right, Diamond Tiara?

 

(She starts into their “secret handshake” routine from Act One, but quickly loses steam as she notices that Diamond is having no part of it.)

 

Silver: Bump, bump, sugar…lump…

Diamond: Not now, Silver Spoon.

 

(They clomp away, the camera zooming in on Bloom, Scootaloo, and Sweetie.)

 

Scootaloo: Name’s Scootaloo.

Sweetie: And I’m Sweetie Belle.

Bloom: Apple Bloom.

 

(Dissolve to a close-up of Diamond and Silver, now up on the stairs and watching the proceedings with no enjoyment whatsoever. The music and the festivities have resumed.)

 

Twist: (jumping up and down) This song is so super!

 

(In a longer shot of the room, she and other guests are dancing, talking, enjoying themselves; Twilight and Applejack clink cups of punch held in their teeth and drink a toast. Pan from them to a corner table, where the three new friends are gathered, and zoom in slowly. Snails, in the foreground, takes a bite of a properly prepared cupcake.)

 

Bloom: So I was thinkin’. Now that we’re friends… (Close-up.) …I mean, we are friends, right? (Pan to Scootaloo.)

Scootaloo: How could we not be? We’re totally alike. We don’t have cutie marks, Diamond Tiara and Silver Spoon drive us crazy—

Sweetie: Totally crazy! (All laugh.)

Bloom: Well, now that we’re friends, what if the three of us work together to find out who we are and what we’re supposed to be? (Her perspective of the others on the end of this.)

Sweetie: Ooh, ooh! We could form our own secret society!

Scootaloo: I’m liking this idea! (Back to Bloom.)

Bloom: A secret society! Yeah! We’ll need a name for it, though. (Pan to Scootaloo.)

Scootaloo: The Cutie Mark Three? (To Sweetie.)

Sweetie: The Cute-tastically Fantastics? (Back to Bloom.)

Bloom: How about…the Cutie Mark Crusaders?

Scootaloo: It’s perfect! (The next two lines overlap.)

Sweetie: This is gonna be so great!

Bloom: We’re gonna be unstoppable!

 

(Using her nose, the little pegasus retrieves a cupcake from the nearest counter and deposits it on the table.)

 

Scootaloo: What do you say we celebrate with some of these delicious cupcakes? (Bloom hurriedly stops her from digging in.)

Bloom: Not the cupcakes! Trust me.

 

(Another of her duds, apparently.)

 

Sweetie: Let’s see if there are any cookies!

Bloom: Yeah!

Scootaloo: Come on!

 

(They head across the room. Zoom out to frame Twilight looking on with a smile, then cut to the newly minted Crusaders during the next line. Scootaloo has a cookie in her teeth and flips it upward, only to have it land on her forehead and break. The other two laugh at the sight, and she shakes herself clean and offers a sheepish smile.)

 

Twilight: (voice over, dictating) “Dearest Princess Celestia: I am happy to report that one of your youngest subjects has learned a valuable lesson about friendship.”

 

(Now they dance and horse around, soon joined by Twist.)

 

Twilight: (voice over) “Sometimes, the thing you think will cause you to lose friends and feel left out…”

 

(Dissolve to a close-up of Princess Celestia, reading this message as it floats before her. She is in her bedchamber.)

 

Celestia: “…can actually be the thing that helps you make your closest friends…” (Longer shot; she sits on her bed before a roaring fireplace.) “…and realize how special you are.”

 

(The scroll rolls up and floats away. Cut to a close-up that frames her sun cutie mark as she turns her gaze to it; zoom in slowly.)

 

Celestia: (softly) Hmmm.

 

(Fade to black.)


FALL WEATHER FRIENDS

Written by Amy Keating Rogers

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Co-directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to one end of a horseshoes court, where the stake has been driven in. A grunt is heard from the other end, and a shoe is thrown into view to land close to the stake. Pan to Applejack and Rainbow Dash at the throwing line; the latter’s actions mark her as the thrower. They are on the grounds of Sweet Apple Acres during the day.)

 

Rainbow: (somersaulting in air) Woo-hoo!

Applejack: Hoo-wee! Not a bad pitch for a pony who works with her head in the clouds.

Rainbow: Oh, yeah? Think you can do better, cowgirl?

Applejack: I know I can.

 

(A tap of her hoof flips a shoe up from the ground; catching it in her teeth, she lets fly. It lands well short of Rainbow’s throw.)

 

Applejack: Oh, for Pete’s sake!

Rainbow: Hah! Looks like this pegasus can pitch better than the workhorse.

 

(On the end of this, she flips Applejack’s hat forward from the back to cover her eyes.)

 

Rainbow: The object of the game is to get the closest to the stake.

Applejack: (settling her hat back) All right, all right. (flipping a shoe onto Rainbow’s nose) You got another throw there, pony girl.

 

(This one sails over the stake and o.s., its landing point marked by a crash of glass.)

 

Applejack: Wow, Rainbow. Heh. You couldn’t hit a barn door with that kind of a throw.

Rainbow: Yeah, yeah. (kicking last shoe to Applejack) I still have the closest throw, Apple Snack. Just try and beat it.

 

(The blond farmer gets the shoe in her teeth as the view changes to a split screen, with her on to the top half and the stake at the bottom. She blows out her breath and lets fly, the shoe’s shadow tracing its path toward the goal. Cut to a full-screen close-up of her nervous face and zoom in on one eye, whose reflection shows the stake end; this becomes the actual stake, around which her throw clatters down neatly.)

 

Applejack: (rearing up briefly) Yee-haa! It’s a ringer! That’s how we do it down here on the farm.

Rainbow: (softly, stunned) I lost.

Applejack: Ah, don’t feel bad, Rainbow. It’s all in good fun.

Rainbow: I hate losing.

Applejack: Besides, you’re a mighty good athlete. I’m just better.

 

(She trots off chuckling, but Rainbow recovers herself and flies to catch up.)

 

Rainbow: All right, Applejack. You think you’re the top athlete in all of Ponyville? (Both stop.)

Applejack: Well, I was gonna say “in all of Equestria,” but— (dusting Rainbow’s face with her tail) —that might be gildin’ the lily. (She trots off.)

Rainbow: And I think I’m the top athlete. So let’s prove it. (Applejack leans back into view.)

Applejack: Prove what?

Rainbow: I challenge you to an Iron Pony competition. (Applejack thinks this over.) A series of athletic contests to decide who’s the best, once and for all.

Applejack: You know what, Rainbow? You’re on.

 

(Both spit on a front hoof, slap them together, and bring their heads down to stare each other dead in the face. Zoom in slowly and fade to black.)

 

 

OPENING THEME

 

 

Act One

 

(Opening shot: fade in to a patch of peaceful sky and tilt down into the Sweet Apple Acres orchards. As Twilight Sparkle and Applejack watch, with Spike on Twilight’s back, Rainbow does squats and stretches to limber up. Her lines come between stretches.)

 

Twilight: So you two are doing what now?

Applejack: An Iron—

Rainbow: —Iron Pony competition.

Applejack: See, we’ve set up a bunch of events to decide which one of us is—

Rainbow: —the most athletic pony ever!

Twilight: And I’m here to…? (Rainbow stops stretching.)

Rainbow: Uh…uh… (shrugging, to Applejack) …I don’t know. Why is she here?

Applejack: To be our judge and keep score.

Rainbow: Right. Heh. Somepony’s gotta record my awesomeness for the history books.

 

(Back to stretching, so that she does not catch the puzzled look that passes between Twilight and Applejack. Dissolve to a pan across a field that has been set up in the manner of a track and field meet, with various areas dedicated to different events and a set of bleachers for spectators. Applejack and Rainbow are making final adjustments to a long zigzagging row of flower-filled barrels. A scoreboard stands in the background, with apple-shaped placards giving a score of zero for each competitor, and several tents have been set up.)

 

Spike: (from o.s.) Hello, everypony, and welcome to the first annual Iron Pony competition!

 

(The pan brings him into view, still seated on Twilight’s back and holding a twig with one leaf on the end to serve as a microphone, on the end of this line. They are watching from the sidelines; no other spectators are on the scene.)

 

Twilight: Uh, Spike, who are you talking to?

Spike: (looking around) Um…them!

 

(He points back behind Twilight on this last word. Cut to Fluttershy, Pinkie Pie, and Rarity coming up the path right on cue. The announcer jumps onto Twilight’s head, surprising her considerably.)

 

Spike: Let the games begin!

 

(The other five ponies pop up around Twilight and cheer. Dissolve to one end of the barrel course and pan quickly to Applejack standing ready at the other. She paws at the ground a bit.)

 

Twilight: Ready? (Close-up of Applejack, in a crouch; she continues o.s.) Set? (Back to her.) Go!

 

(Spike has procured a stopwatch, which he starts as the earth pony rockets past with enough speed to blow Twilight’s mane/tail out straight. She does a serpentine through the barrels, gasping just before she brushes against one so that it wobbles in place.)

 

Applejack: Dagnabit! (She reaches the end; close-up of the watch as Spike stops it.)

Twilight: (from o.s.) Time, Spike? (Longer shot, framing him, her and Rainbow.)

Spike: Seventeen seconds! (Applejack skids back.)

Applejack: You’re kiddin’. That breaks my record from last year’s rodeo!

Spike: But you got a five-second penalty for nudging the barrel.

Applejack: (sighing, kicking a rock) Nuts and chews! Still, that’s twenty-two seconds—not too shabby. (Rainbow starts to sweat.) Hey, don’t be nervous. (nudging her in the ribs) Remember, it’s all in good fun. Now get on up there.

 

(The multi-hued competitor takes her place at the line.)

 

Twilight: Ready? Set? Go!

 

(Again Spike clicks his stopwatch, and again Twilight nearly gets her mane/tail blown off in the wake. Rainbow races through the barrels, her tail leaving a short contrail behind her, and reaches the end without hitting any of them.)

 

Applejack: Whoo! That was some fancy hoofwork there, Rainbow. (Rainbow flies back, trying to catch her breath.)

Rainbow: Thanks, but I couldn’t have been as fast as you.

Applejack: What was the time on that, Spike?

Spike: (surprised) Eighteen seconds! (Rainbow gasps.)

Applejack: Eighteen seconds? (leaning a foreleg on Rainbow’s back) Rainbow, are you sure you’re not secretly a rodeo pony?

 

(Twilight raises one of Rainbow’s forelegs, in the manner of a boxing referee lifting the arm of the victor in a bout.)

 

Twilight: Rainbow Dash wins the barrel weave!

 

(Pan to the scoreboard. The 0 placard next to Rainbow’s picture has been removed, and Fluttershy flies up to replace it with a 1.)

 

Rainbow: (hovering) I can’t believe I won! (Applejack nudges her down flat.)

Applejack: Yeah, well, don’t you go gettin’ used to it.

 

(Dissolve to a pan across another area, where a carnival “high striker” has been set up—the old game in which a person hits a lever with a mallet, trying to drive a weight up a vertical scale to hit a bell at the top. This particular rig has been modified in one way: instead of a lever, a bullseye target is mounted at ground level, with the weight resting on its top edge. Rainbow bucks this, sending the weight up and hitting the bell. Cheers from the spectators as she floats up to the top of the scale with a smile; flowers and horseshoes are tossed up after her. Applejack, meanwhile, is resting on her haunches under an apple tree, hat tipped forward over her eyes and a stalk of wheat in her mouth. Rainbow flies over to her, and she flips the hat back for a clear view of the smug pegasus.)

 

Applejack: Mighty respectable— (spitting out stalk, walking past) —but let me show you how it’s really done.

 

(She takes her position, glances casually up the scale, and proceeds to deliver a one-legged buck that smashes the target to splinters. The weight not only hits the bell, but breaks it loose and launches it out of sight. As the crowd—which has added a few members since the first event—cheers and waves pennants, Applejack walks back to the confounded Rainbow, who collapses onto her haunches by the tree.)

 

Applejack: Years of applebuckin’.

 

(A casual hit from one rear leg knocks several apples loose so that they hit Rainbow’s head in rhythm with the first five notes of “Shave and a Haircut.” Fluttershy puts up Applejack’s point on the scoreboard, two more apples hit Rainbow to add the “two bits,” and Fluttershy spreads her forelegs wide with a grin to show off the standings. The score is now tied 1-1.)

 

(Dissolve to the bleachers, where Granny Smith, Apple Bloom, and Big Macintosh have taken seats to watch the proceedings. They do a three-pony wave.)

 

Granny: Wahoo.

Bloom: Woo-hoo!

Macintosh: Ee-yup.

 

(Close-up of Spike, who now wears a ten-gallon hat and is sweating buckets atop Applejack’s back.)

 

Spike: Why me? (Zoom out to frame Twilight.)

Twilight: Go!

 

(The orange-tan pony launches into her best bucking-bronco impersonation, trying to flip Spike away; he quickly loses his hat and yells time after time while keeping a death grip on her tail. One final heave launches him into a haystack that stands in the corner of this fenced-off corral; he sticks his head up and spits out some hay.)

 

Spike: Ouch.

 

(The rest of the stack shakes apart, revealing Rainbow inside; he has landed on her back.)

 

Rainbow: Ready for another pony ride? (She gets moving.)

Spike: No!

Twilight: Go!

 

(Her strategy is to start jackhammering in place, bouncing the little dragon up and down so quickly that he is soon flung over the field and out of sight. She flies up to enjoy the victory.)

 

Twilight: Rainbow Dash wins the bronco buck!

 

(At the scoreboard, Fluttershy changes her score from 1 to 2. There is a loud thud nearby; she puts her front hooves to her mouth in surprise, and the camera zooms out to show that Spike has hit the board and is dangling over the top edge.)

 

Spike: (woozily) And I lose.

 

(Dissolve to the corral, whose bleachers have begun to fill with cheering fans. The two players stand in it and are each twirling a lasso in their teeth, with Spike standing between them and wearing a horned helmet. In close-up, Rainbow is having considerable trouble getting her rope to behave; Spike, meanwhile, just stands there with a sullen “why me?” expression. Applejack handles the lasso with her usual dexterity, working it back and forth before casting it ahead. Instead of targeting the horns, though, she catches it around all four of Spike’s limbs to hogtie him and drags him over to herself with a yell. Roses are thrown onto the field in honor of this coup.)

 

Spike: How do I get roped into these things?

 

(Grunts from the o.s. Rainbow, followed by a quick pan to a tree that stands just outside this corral. She is dangling upside down from one branch, having tangled the rope around both it and herself.)

 

Rainbow: Does this count?

 

(Now several birds have perched atop the scoreboard, and Fluttershy puts up the point to tie it at 2-2. Dissolve back to the field, where Applejack is doing her best to bounce a ball off her head. After a couple of contortions, she loses her balance and goes face first in the grass, the ball sailing away only to bounce atop one of Rainbow’s upraised rear hooves. It balances there perfectly as she keeps a second ball going off her own head. More cheers and roses, this time from some pegasi who are watching from the clouds overhead, and Fluttershy catches one flower in her teeth as she awards the point to Rainbow.)

 

(Quick pan to the two ponies at one end of a strip marked off for distance, surrounded by a still-growing crowd on ground and in air. Each has a hay bale before her; Rainbow gets her teeth around the ropes binding hers and heaves. She then flies to the far end of the run just in time to see the bale land exactly on that line. The raspberry she blows back is cut off when Applejack’s bale lands neatly on top of her, smashing her flat—and outdoing her throw to boot. The cheering spectators carry Applejack past the scoreboard, where Fluttershy’s rabbit Angel pops up behind her head to mark the point. Tie at 3-3.)

 

(Dissolve to a hoof-wrestling match in progress, which Rainbow soon wins, causing Applejack to lose her balance and drop to the ground. Her hat falls loose and floats past the camera; behind it, wipe to the scoreboard, where Fluttershy swoops past and adds the point.)

 

(Dissolve to the pair standing on a hill, each with a football in front of her; Rainbow is hovering, and Applejack has her hat on. Rainbow kicks her ball—rainbow-striped, naturally—with a hind leg, facing straight ahead as a human player would. Applejack, on the other hand, bucks hers with both hind legs. In the sky, several pegasi watch Rainbow’s ball sail past beneath them, but duck to avoid being hit as Applejack’s rockets over their heads. They gasp; quick tilt down to the scoreboard. Fluttershy has the 4 placard in hoof to post up, but gasps and raises it over her head for protection. The brown pigskin sails into view and hits it, knocking it neatly into place. Tie at 4-4.)

 

(Dissolve to Spike, twig microphone in hand.)

 

Spike: Fillies and gentle-colts!

 

(Longer shot. He is standing on the back of Twilight, who is levitating a scroll to read it.)

 

Spike: At the halfway point, our competitors are tied at five and five! (The scroll disappears.)

Twilight: (a bit exasperated) Who are you talking to?

Spike: (gesturing) Them!

 

(A still-longer shot reveals that dozens of ponies have now congregated here to watch the showdown and are thoroughly enjoying themselves. Wipe to Twilight, with the faces of Applejack and Rainbow rising into view as she counts.)

 

Twilight: Ninety-five…ninety-six…

 

(Zoom out; they are doing push-ups. As she keeps counting, the view shifts to a close-up of each straining, sweating face.)

 

Twilight:  …ninety-seven…ninety-eight… (All three again.) …ninety-nine…

 

(Applejack is unable to rise again, but Rainbow comes back up—with the help of her wings.)

 

Twilight: …a hundred!

Rainbow: Yes!

 

(She raises her forelegs in victory, her front end staying clear of the ground. The opponent briefly registers surprise as she goes flat in the grass.)

 

Applejack: (to herself) Be a good sport, Applejack.

 

(Dissolve to her in full gallop; reaching a chalk line, she launches herself in the air and comes down for a four-point landing in a sand pit. This is a long jump event. She throws a challenging glance over her shoulder and leaps aside, leaving four hoofprints in the sand to mark her distance. After a moment’s hesitation, Rainbow charges toward the line and jumps—but upon seeing that she will fall short, she flaps furiously and stops with inches to spare above the sand. A little more wing action lets her touch down ahead of Applejack’s mark, prompting an angry glare.)

 

(Flames lick across the screen, burning this view away to expose two squawking chickens. They settle down, having been placed at the end of parallel muddy trenches, and Rainbow looks at a group of chicks on her back in close-up. The camera zooms out to show that Applejack has several of her own; each is standing at the opposite end of a trench, facing a chicken. When the bell rings, they trot into the mess; in close-up, it splatters all over Applejack, annoying the chicks so much that they quickly leave her back. Only after she reaches the other end does she notice this and gasp. Next to her, Rainbow pushes through the mud, having spread her wings so that both sets of chicks can perch on them and stay clean during the ride. This also does not sit well with the blonde.)

 

(A splatter of mud oozes down the screen; behind it, the view wipes to Twilight and Spike. A rope stretches across in front of them, with a red flag tied to its midpoint.)

 

Twilight: All right, you two. This is the final event.

 

(Zoom out. Applejack and Rainbow stand at opposite ends of a mud pit, each holding a rope end in her teeth for a tug-of-war. Both have cleaned up from the previous event.)

 

Twilight: Give it all you’ve got.

 

(Spike waves a checkered flag to start them off. Both ponies dig in their heels, but Rainbow finds herself being dragged toward the mud.)

 

Spike: Looks like the workhorse might come out ahead in this one!

 

(Back to Applejack’s end as he finishes; the hauls on the rope, pulling Rainbow so far that her hooves graze the edge of the pit and she topples forward. Only the latter’s wings keep her from taking a mud bath, and she quickly flies upward to lift Applejack off the ground. Cut to the latter.)

 

Applejack: That’s not fair! You can’t use your wings to help you win! (Tilt up to Rainbow on the end of this.)

Rainbow: (hoof to ear, feigning deafness) Huh?

Applejack: You’re cheatin’!

Rainbow: I can’t understand you with that rope in your mouth! (Applejack lets go and hangs in the air.)

Applejack: I said— (noticing) —uh-oh.

 

(Gravity returns from its coffee break at this point and drops her squarely into the mud. The crowd cheers wildly, and at the scoreboard, Fluttershy stares in concern as Rainbow reaches into view to put up the last point herself.)

 

Rainbow: (from o.s.) Woo-hoo! (Zoom out to frame her; the score is 15-5.) I win by a landslide! (flying to Applejack) Or mudslide, in your case.

 

(The besmirched competitor seethes in the pit as Rainbow flies up with a laugh and two pegasi stretch out a rainbow-striped banner behind her.)

 

Rainbow: I am the Iron Pony! (Applejack stands up into view, now clean.)

Applejack: Only ’cause you cheated!

Rainbow: What?! (She flies down to face off.)

Applejack: You used your wing power to help you win over half those contests!

Rainbow: Sounds like sour apples to me.

Applejack: Are you sayin’ you didn’t use your wings?

Rainbow: Well…no…but you never said I couldn’t use my wings.

Applejack: I didn’t think I needed to tell you to play fair!

Rainbow: I still would’ve won even without my wings.

Applejack: Ha! Prove it!

Rainbow: Gladly! How?

Applejack: Tomorrow’s the annual Runnin’ of the Leaves. I challenge you to race me in it. (Cut to Rainbow.)

Rainbow: Heh. Easy, schmeasy.

Applejack: (from o.s.) Hold on!

 

(She is yanked down by her tail; cut to both. Applejack has planted her hooves on it to keep Rainbow from flying off again.)

 

Applejack: There is one condition. The point is to run, so no wings allowed!

Rainbow: No wings? (She bucks, flipping Applejack away.) No problem!

 

(They each spit on a front hoof and touch them together, leaning in close to stare each other down at point-blank range. The mood breaks when Rainbow blows a raspberry; both chuckle for a moment, but then resume their glowering. Snap to black.)

 

 

Act Two

 

(Opening shot: fade in to the exterior of the library. Twilight walks away from it, with Spike on her back, but stops to look at a passing butterfly.)

 

Spike: Twilight, hurry up! We’re gonna be late for the race!

Twilight: Why are you so excited about the race? (She starts off again.) It’s only for ponies.

Spike: Yeah, but I’m hoping I can be the announcer again. (He pulls out his twig.) Just listen. (speaking into it) Fillies and gentle-colts…

 

(Both are taken aback at the sound of Pinkie Pie’s amplified voice, which cuts in from some distance over his own.)

 

Pinkie, Spike: (Pinkie o.s.) …welcome to the annual Running of the Leaves!

 

(He never makes it to the last word, and the camera tilts quickly up to the pink pony, who is riding in a hot-air balloon and speaking into a megaphone mounted at the basket’s edge. On the following line, cut to frame her floating above the race’s starting line, where quite a few ponies have already gathered in the park land outside the town proper. The trees display a palette of reds, golds, and oranges, marking the time of year as autumn.)

 

Pinkie: This is Pinkie Pie, your official p-eye-in-the-sky announcer.

 

(The extra P is pronounced as a short “puh” to mark a play on her own name. She floats up o.s.; Spike angrily throws his twig away.)

 

Twilight: Sorry, Spike. I guess that job’s already taken.

 

(The balloon floats over a stretch of forest.)

 

Pinkie: As everypony knows, the Running’s a very important tradition, for without it, the autumn leaves of Equestria would never fall. So get ready, ponies. (She returns to the starting line.) The Running of the Leaves will begin in five minutes!

 

(Several move into position, stretching and limbering; a pan across the line reveals that they each have a number pasted over their cutie mark. Applejack is at one end, wearing number 8 and getting ready, but stops at the sound of Rainbow’s voice.)

 

Rainbow: (from o.s.) Pardon me! (Cut to her, advancing through the crowd as number 11.) Excuse me! Make way for the Iron Pony!

Applejack: The Iron Phony, you mean.

Rainbow: So, Applejack, you ready to win second place?

Applejack: I’m ready to run a good clean race.

Rainbow: Yeah, yeah.

Applejack: You are not allowed to use your wings!

Rainbow: (flapping a bit) I could win this race with both wings tied behind my back.

 

(Cut to a close-up of Applejack and zoom in as a devious idea occurs to her, then dissolve to a close-up of Rainbow’s midsection. Several turns of rope are wrapped around it, pinning her wings to her flanks, and she groans as they are tightened. Zoom out; she glares over her shoulder at Applejack, who puts the finishing touches on the job and smiles.)

 

Applejack: Trussed up like a turkey…well, a turkey who can’t fly, that is.

Rainbow: Very funny.

Applejack: ’Least now we know we’re racin’ fair and square.

 

(The “Call to the Post” bugle call sounds off—the traditional signal that a horse race is about to begin.)

 

Pinkie: (from o.s.) Racers, please take your positions! (Spike hurries past and spots her.)

Spike: Um…Pinkie Pie… (Cut back and forth between them.)

Pinkie: (off megaphone) Hey, Spike! What’s up?…Oh, wait. It’s me. I’m up! (Laugh.)

Spike: Uh, yeah, uh…I know you’re doing the announcing today and stuff, and…I’m sure you’re gonna do a great job and all, but…I was just wondering…

Pinkie: (off meg) What?

Spike: Aw…forget it. (Stay on him.)

Pinkie: (from o.s., off meg) Spike! (Cut to frame both.) Would you like to be my co-reporter? We could comment on the action together.

Spike: (brightening) We could? (She drops him a rope.)

Pinkie: Climb on up!

 

(Or, in this case, grab the rope and hang on as the balloon gains altitude. Back to Applejack and Rainbow, crouching at the line. They look off to one side, suddenly puzzled, and the camera zooms out to show Twilight standing over there and reading a scroll that floats before her. She is wearing number 42. The document disappears as Applejack stands up.)

 

Applejack: Twilight? What in tarnation are you doin’ up here?

Twilight: I’m racing.

 

(These two words are all it takes for Rainbow to straighten up and laugh herself stupid.)

 

Rainbow: (nudging her in the ribs) Good one, Twilight!

Twilight: I’m not joking.

Rainbow: What?! You’re not an athlete, you’re a…well…you’re an egghead.

Twilight: (incensed) I am not an egghead! I am well-read.

Rainbow: (softly) Egghead. (Applejack snickers.)

Applejack: But ha…have you ever run a race?

Twilight: Well, no. (The others both snicker.) But I do know a lot about running. (Cut to them.)

Rainbow: And you know this from…?

Twilight: (from o.s.) Books. (More snickering.) I’ve read several on the subject.

 

(Rainbow finds this so amusing that she topples over on her back laughing.)

 

Rainbow: What’d you read? The Egghead’s Guide to Running?

 

(Her laughter continues out as the egghead in question lets off a frustrated little sigh.)

 

Rainbow: (standing up) Did you stretch out your eye muscles to warm up? (She falls o.s. again and reaches up toward Twilight’s eye.) Get it? Eye muscles?

Twilight: Scoff if you must, Rainbow, but the Running of the Leaves is a Ponyville tradition. And since I’m here to learn, I’ve decided I should experience it myself.

Applejack: Well, I think that’s just dandy, Twilight. Good luck. (She stifles another laugh; Rainbow gets up.)

Rainbow: Yeah. See you at the finish line—tomorrow.

 

(They trade one more laugh before Pinkie cuts in, back on the megaphone.)

 

Pinkie: (from o.s.) All right, ponies! (Cut to her; the balloon’s rope has been pulled up.) Are you ready? (Spike pops up alongside and speaks into it.)

Spike: Get set!

 

(Applejack and Rainbow drop back into their crouch—the only racers to do so. A hand signal from the dragon sets off a bell to start the event.)

 

Pinkie: And they’re off!

 

(Autumn leaves flutter down from the trees as dozens of ponies thunder past. The balloon floats along to keep pace.)

 

Pinkie: Welcome to the official coverage of the Running of the Leaves.

 

(Close-up of the two announcers—Pinkie at the megaphone, Spike holding an old-style microphone to boost his own voice.)

 

Pinkie: You know, Spike, despite its name, the leaves don’t do any of the actual running. (He is a bit puzzled at this.) No. That’s left to my little ponies.

Spike: Why…yes, Pinkie. It’s the running of the ponies that causes the leaves to fall.

 

(Ground level; as the group sprints past a stand of trees, the leaves fall in a dense shower to leave the branches entirely bare.)

 

Pinkie: (from o.s.) Ugh! Those lazy, lazy leaves.

 

(Dissolve to a long shot of the racers, with Applejack and Rainbow leading the pack. The balloon floats along the route.)

 

Pinkie: But this year, the run is about more than the weather. It’s about the race to the finish and the two runners who want to win it. (Cut to those two; she continues o.s.) Applejack and Rainbow Dash. (Back to the balloon.)

Spike: You know, Pinkie, these two ponies have a bit of a grudge match they’re trying to settle, trying to prove who’s the most athletic.

Pinkie: Yes, and “grudge” rhymes with “fudge.”

Spike: (a bit confused) Yes, it…does. (aside) What?

Pinkie: And I like fudge. But if I eat too much fudge, I get a pudge and then I can’t budge. (Cut to Spike on the end of this.)

Spike: (now really confused) So…no fudge?

Pinkie: Aw, no thanks. I had a big breakfast. Let’s check in with our two competitive ponies… (Long shot of them and the balloon.) …Applejack and Rainbow Dash! Having come fast out of the gate, Applejack and Rainbow Dash are evenly matched—

 

(Close-up of the two racers.)

 

Pinkie: (from o.s.) —running neck and neck. (Applejack pulls ahead slightly.) But what’s this? Applejack is making a move! She’s now ahead by a nose! (Rainbow does the same.) But Rainbow Dash won’t let Applejack have it and takes the lead!

 

(Back to the balloon on the end of this.)

 

Pinkie: She’s ahead by a half a nose! Or maybe three-quarters of a nose! (Spike lets his mic hang over the side in frustration.) No! About sixty-three-point-seven percent of a nose! (sheepish grin, to Spike) Roughly speaking.

 

(Ground level; Rainbow has the lead to herself, but not for long once Applejack charges past her.)

 

Pinkie: (from o.s.) Applejack sees this move and punches forth with her strong workhorse legs, leaping ahead by three hundred fifty noses!

Applejack: (over her shoulder) Not so easy without wings, is it? (Rainbow eyes her own roped-down pinions.)

Rainbow: Come on, Rainbow. Show ’em a little dash! (She gallops on; cut to Pinkie and Spike.)

Spike: (laughing a bit) Hold your horses, Pinkie! Rainbow Dash is catching up to front-runner Applejack!

 

(Overhead view of the pair, framing him as well.)

 

Pinkie: (from o.s.) What an upset! I thought Applejack had this in the bag! (Ground level.)

Rainbow: You didn’t think I was gonna let you off that easy, did you?

 

(The taunt distracts Applejack’s attention long enough for her to not see a rock in the path. She trips…)

 

Applejack: Whoa!

 

(…and goes face first in the dirt, lifting her head just in time for all the other ponies to speed past her. A shower of leaves fills the screen as they go, resulting in denuded trees and one very annoyed pony. She stands up, slightly out of breath.)

 

Applejack: I don’t believe it! (Twilight trots up and stops.)

Twilight: I know. (Zoom out slightly.) It’s beautiful, isn’t it? (One last leaf drops from a branch.)

Applejack: Not the scenery, Twilight! Rainbow Dash just tripped me!

Twilight: She did not.

Applejack: She did too!

Twilight: She did not! And if you slowed down and looked where you’re going like me, you’d see that you tripped over a rock.

 

(Ground level on the end of this, framing the rock in the fore and the two ponies farther back. Applejack finally takes notice of the obstacle.)

 

Applejack: What? Aw, hayseed! (sighing; watching others race away) Now I got a lot of ground to make up to catch Rainbow! (She races off.)

Twilight: (calling after her) Just be careful!

 

(The unicorn trots off at a leisurely pace, her mind clearly focused on the trees instead of her race position. Dissolve to a close-up of Rainbow on the move and zoom out. Realizing that she has this stretch of racecourse all to herself, she slows to a trot—just in time for Applejack to gallop past her.)

 

Applejack: See you at the finish line! (Rainbow stops short and gapes after her.)

Spike: (from o.s.) I don’t believe it! (Cut to him and Pinkie.) After a huge setback, Applejack is back at the front of the pack!

Pinkie: She’s the head of the pack, all right! The pick of the litter! The cat’s pajamas!…Oh, wait. Why would Applejack take some poor kitty’s PJ’s? (Cut to Spike, perplexed; she continues o.s.) That’s not very sporting of her.

Spike: Okay…let’s get back to the race.

 

(Rainbow is slowly pulling up next to Applejack.)

 

Rainbow: Not so fast, Applejack! This race isn’t over yet!

Applejack: It is for you!

 

(A chuckle and a quick bit of acceleration put her out in front again; when Rainbow tries to do the same, she tumbles forward instead.)

 

Rainbow: Whoa!

 

(Skidding to a stop on her face, she has a good view of the other racers as they thunder past to bring down a fresh torrent of leaves. She finds herself buried underneath them and shakes clean as she stands up among the stripped trees.)

 

Rainbow: I don’t believe it! Applejack tripped me!

Twilight: (from o.s.) Don’t you ponies ever look where you’re going?

 

(The grounded flyer looks in the direction of her voice; sure enough, here she is, pointing to a stump on the path.)

 

Twilight: You tripped on a stump, see?

Rainbow: Oh, I see. A big cheater is what I see!

Twilight: Rainbow, Applejack would never cheat. It was just an accident.

Rainbow: (sarcastically) Sure it was. (Twilight glares at her; she softens her tone.) I mean, yeah, I’m sure it was.

Twilight: (trotting ahead) Remember, Rainbow, this is just a game.

Rainbow: (to herself) Yes, but the rules have changed. (Zoom in on her face.) And two can play at that game.

 

(Snap to black.)

 

 

Act Three

 

(Opening shot: fade in to a long shot of a racecourse stretch that goes over a river at the mouth of a waterfall. The ponies thunder over the horizon toward this, while the balloon floats overhead.)

 

Pinkie: Welcome back, Ponyvillians! It’s me, Pinkie Pie!

Spike: And Spike! (Applejack leads Rainbow over the bridge.) Looks like Rainbow’s doing her best to catch up!

Pinkie: I’m not sure how ketchup is gonna help her in this contest. Now in a hot dog eating contest, it can make them doggies nice and slippery, but personally I prefer mustard.

 

(Cut to Spike on the end of this line—again trying with no luck to make head or tail of her commentary—then back to both.)

 

Pinkie: How about you, Spike?

Spike: Uh…I like pickles?

Pinkie: Aaaaand…it looks like Applejack has found herself in quite a pickle as Rainbow overtakes her!

 

(Overhead view of the pair on the end of this, putting her o.s., then cut to ground level.)

 

Rainbow: Look, Ma, no wings!

 

(They enter a new stretch of trees, while the balloon floats up to clear their tops.)

 

Spike: As the racers enter Equestria’s Whitetail Wood— (Ground level; he continues o.s.) —Rainbow Dash is back in the lead!

 

(Rainbow’s face goes slack with shock as she notices a low branch at head level. She chuckles and catches it in her teeth, pulling it briefly out of the way without breaking stride, then lets it snap back. Applejack has time for one gasp before taking a lash to the face that dumps her on her back; she stands up, spits out a mouthful of leaves, and glares ahead.)

 

Applejack: Ow! Rainbow!

 

(The only answer she gets is a loud raspberry, to which she responds with a disbelieving gasp.)

 

Applejack: Why, that little cheater did that on purpose! (She eyes the branch that hit her.) It’s on!

 

(As she trots o.s., the screen wipes to a view of her sitting on the branch, with one foreleg wrapped around a nearby tree to keep it bent back. When she lets go, it snaps out straight and slingshots her ahead; cut to Rainbow.)

 

Rainbow: Nice one, Rainbow. (Applejack sails past.)

Applejack: Later!

 

(She is gone in a flash of blond mane and orange-tan coat, prompting Rainbow to skid to a brief stop, growl furiously, and pour on the speed. The equine rocket now has all four hooves on the ground and is galloping in fifth gear, but a look back shows her adversary gaining fast. Applejack spots a beehive on a branch up ahead and stops just long enough to buck the tree in which it is hanging. The hive comes loose after a moment, Rainbow gasping in surprise as it drops toward her. Back to Applejack, who enjoys the solitude for a moment before the pegasus zooms past screaming, with the entire swarm of bees after her.)

 

(Up ahead is a trail junction, with branches leading left and right, and a sign with an arrow pointing right to indicate the racecourse. Rainbow reaches this and dives into a nearby bush to get away from the bees, which form into a giant “?!” out of confusion and then buzz away. Once they are gone, Rainbow puts her head up, smirks after them, and notices the sign. A pan right shows the path that lies ahead, and a flick of one hoof spins the sign so that it points left instead. Rainbow ducks back into the bush.)

 

(When Applejack reaches the junction, she follows the altered sign without a moment’s hesitation and finds herself dashing up a rocky mountain trail. Jumping out of the bush, Rainbow leans against the sign for a laugh but does not notice the mob of racers who charge past along the correct path. Her body has covered the wrong-turn arrow. After they have gone, a few pants from the o.s. Twilight are heard, and she soon trots up the path toward the incredulous dirty player.)

 

Twilight: Oh, my! Whitetail Wood is just lovely! (Rainbow hurriedly fixes the sign.) Hey, Rainbow. Shouldn’t you be up ahead?

Rainbow: (laughing wickedly) I’m sure to win now.

Twilight: Except that all the other racers just passed you.

Rainbow: (panicked) Oh, horse apples! (zipping away) See you!

 

(Wipe to the farmer-turned-mountain-climber as she continues her rush up the slope and stops at a cliff.)

 

Pinkie: (from o.s.) Applejack?

 

(Cut to just behind Applejack; the balloon floats at her level, a short distance beyond the edge, and closes in.)

 

Pinkie: What are you doing up here?

Spike: There aren’t even any trees.

Applejack: I know, but the signs pointed this way.

 

(Her eyes pop and she lets off a surprised little neigh.)

 

Applejack: (disgustedly, to herself) Rainbow! (to Pinkie, Spike) Mind givin’ me a lift?

 

(Dissolve to the field of racers, with Rainbow leading the pack by a considerable margin. Leaves continue to fall from the surrounding trees, and the balloon drifts down over the group while Applejack hangs onto a dangling rope. She swings down ahead of Rainbow and flips her a sardonic little salute, prompting a shocked gasp.)

 

Rainbow: What the hay? You said no flying! (Applejack lets go to start galloping.)

Applejack: No, I said no wings.

 

(She charges on through an area in which each tree’s trunk has been fitted with a half-pipe chute, through which sap runs to drip into a bucket hung on the end.)

 

Pinkie: (from o.s.) I must say, Spike, that this has been the most interesting Running of the Leaves in Equestria history! (Rainbow starts to catch up on the end of this; cut to the announcers.)

Spike: (under his breath) With the most interesting announcing.

 

(Tilt quickly down to ground level; Applejack races on, kicking a bucket loose so that its contents spill all over the path.)

 

Pinkie: (from o.s.) But it isn’t the running that’s been fascinating.

 

(When the sky-blue sprinter hits the sap, she soon finds every hoof glued down in it.)

 

Pinkie: (from o.s.) It’s the lack of running!

 

(She tries to pull free as the others rumble past and bring down plenty of leaves. Finding fresh resolve, she begins to plod ahead, the gooey mess stretching like a rubber band; eventually she can go no further and gets snapped violently backward with a yell. Inspiration strikes during this journey, and she lets the sap catapult her forward again, building up enough speed to break loose and rocket along the course. She flashes past all the other ponies in a rainbow-striped streak of tail and passes so close to Applejack as to set her spinning as a four-legged tornado.)

 

Applejack: Whooooaaaaa! (The little twister veers along and sucks up Rainbow.)

Rainbow: Whoa!

 

(Now both screaming, they veer off the path and up a rocky incline for a short distance before wiping out. When the dust clears, they are sprawled out on a small ledge; they come to and jump upright to stare each other down, but the ledge promptly cracks and gives way. Applejack and Rainbow are dumped screaming back down the slope, riding the broken slab like a surfboard, and reach ground level just as all the other ponies pass them and the leaves stream down.)

 

Twilight: (from o.s.) Forgive me, girls. (Cut to her, trotting by.) I know I’m not an athlete, but shouldn’t the Running of the Leaves actually involve running?

Rainbow: (to Applejack) You know, I think Twilight’s right.

Applejack: You do?

Rainbow: Yeah. If you want to beat me, you better… (zooming off) …RUUUNNN!!

 

(And Applejack does exactly that, pulling even with Rainbow as the balloon keeps pace. A close-up of the basket during the next line reveals that Spike has again let his microphone hang over the side, wondering if should have his head examined for signing on as announcer.)

 

Pinkie: Once again, Rainbow Dash and Applejack are neck and neck, jockeying for position! (Ground level; she continues o.s.) Applejack inches ahead…now it’s Rainbow…it’s Applejack…it’s Rainbow Dash…it’s Applejack!

 

(Both faces brighten; up ahead is the finish line just outside Ponyville proper, attended by a cheering crowd. Rainbow eases over and bumps into Applejack.)

 

Spike: (from o.s.) Oh, no, she di-in’t! (Applejack does likewise; cut to the balloon.)

Pinkie: Oh, yes, she di-id! (Another bump from Rainbow.)

Applejack: Cut it out!

Rainbow: No, you cut it out!

Applejack: You started it!

Rainbow: And now I’m gonna finish it! (She pulls ahead.)

Applejack: Oh, no, you won’t!

 

(A mouthful of Technicolor tail is all she needs to yank Rainbow backward and move ahead—but the latter moves up fast.)

 

Rainbow: Oh, yes, I will!

 

(She pulls Applejack back in the same fashion and charges up. When Applejack tries again, she misses Rainbow’s tail but gets a mouthful of the ropes tying her wings down; they snap and unwind, leaving the pegasus to start flapping and lift off.)

 

Rainbow: That’s it! All bets are off! (Applejack jumps up after her.)

Applejack: Oh, no, you don’t!

 

(Paying no heed whatsoever to the flabbergasted spectators, she tackles Rainbow out of the air. Dust floats up from below as the two crash down and get into a rolling brawl on the home stretch. Up above, Spike is beginning to enjoy himself again.)

 

Pinkie: It’s Applejack…it’s Rainbow Dash… (Ground level; she continues o.s. as they cross the finish line.) …it’s Applejack…it’s Rainbow Dash!

 

(The beatdown continues until they have rolled o.s. with a loud crash. Rainbow is first to get up, her mane, wings, and coat in total disarray, and smiles once she catches her breath.)

 

Rainbow: I won! (Applejack is up as well and in just as bad a shape.)

Applejack: No, I won!

Rainbow: I won!

Spike: (from o.s.) You tied!

Applejack, Rainbow: Tied?!?

Applejack: For first? (Cut to just behind them, looking up at the balloon.)

Pinkie: For last!

Applejack: Last?!?

Rainbow: Then…who won?

 

(Cut to a ground-level view of Twilight’s hooves as they make their way along the path. A medal hangs around her neck; back to the two dirty fighters.)

 

Applejack, Rainbow: You? (She steps into view; cut to her.)

Twilight: Oh, no, but I did get fifth place—which is rather good, considering I’ve never run a race before.

Applejack: (from o.s.) What? (Back to her.) How’s that even possible? (Pan to Rainbow.)

Rainbow: You ran so slow, and looked at the scenery!

Twilight: Exactly! I paced myself, just like my book said. Then at the end, when all the other ponies were worn out…

 

(She glances back; cut to a group of winded and collapsed pegasi.)

 

Twilight: (from o.s.) …I sprinted to the finish.

Rainbow: I don’t believe it. Twilight beat us!

Twilight: Well, with all your horsing around, it was quite easy.

Applejack: Huh. You’re right, Twilight. Our behavior was just terrible.

Rainbow: (sighing) We weren’t very good sports.

 

(Cut to several of the spectators, who gasp at the sound of the next voice and kneel.)

 

Princess Celestia: (stepping into view) Sounds to me like an important lesson was learned. (Head-on view of her.)

Twilight, Rainbow: (from o.s.) Princess Celestia?! (Back to the trio.)

Applejack: W-What are you doin’ here? (All kneel.)

Celestia: Fall is one of my favorite seasons— (They stand.) —so I came to celebrate the Running of the Leaves.

Applejack: I’m sorry you had to see us being such a poor sport, Princess. (Cut to her.)

Celestia: That’s all right, Applejack. Anypony can get swept up in the excitement of competition. (Pan to Twilight.)

Twilight: It’s important to remember that the friendship is always more important than the competition.

Celestia: Exactly, Twilight. Now unfortunately, because the two of you were busy tricking each other instead of shaking down leaves—

 

(Cut to a slow pan across a stretch of forest whose trees are still fully loaded.)

 

Celestia: (from o.s.) —many of the lovely trees in Equestria are still covered. (Back to the group.)

Applejack: Why, Princess, I bet we can knock those leaves down for you lickety-split. (to Rainbow) What do you say, friend? Wanna go for another run?

Rainbow: (limbering up a foreleg) I’d love to stretch my legs.

 

(She takes off like a shot, Applejack rearing up and doing likewise a moment later, and teacher and student watch them go. In the forest, the two former rivals—now cleaned up from their brawl—stay even with each other during a charge toward the camera that blacks out the screen for a moment; when the view clears, they are now racing away toward the horizon. Leaves shower down every step of the way as the two finish the defoliation job as it was meant to be done. “Iris out” to black, staying focused on them.)