THE RETURN OF HARMONY—PART ONE

Written by M.A. Larson

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to an overhead view of Cheerilee leading several colts and fillies—the Cutie Mark Crusaders, Snips, Snails, Diamond Tiara, Silver Spoon, Twist—across a well-manicured lawn.)

Cheerilee: I want to start our field trip here, in the world-famous Canterlot Sculpture Garden.

(As she speaks, the camera zooms out to frame the entire area, seen during the day. The lawn is decorated with a plethora of large white statues that depict ponies in various poses, and they are walking around the perimeter of an expansive hedge maze. Close-up of Cheerilee, Diamond, and Silver; the two fillies follow their teacher’s glance toward the camera as they pass.)

Cheerilee: That one over there represents friendship.

(Cut to the statue she has indicated: three leaping, laughing fillies, one balanced atop the other. Apple Bloom, the Crusader walking point, stops short so that Scootaloo rams into her and gets rear-ended by Sweetie Belle in turn. The impacts knock them all silly for a moment, after which they trade a round of dirty looks.)

Cheerilee: (from o.s.) All right, my little ponies!

(Cut to her and the two spoiled brats, with the Crusaders catching up. On the next line, zoom out to frame another statue: a caped mare standing on her hind legs, holding a flag with three diamonds as stars fly around her hooves. The flag is an actual cloth, not a piece of sculpture.)

Cheerilee: This one represents victory.

Scootaloo: How cool would it be to have that for a cutie mark? (Close-up of the Crusaders.)

Bloom: Cool…if you were actually victory-ful at somethin’.

Sweetie: That’s not a word!

Scootaloo: What are you, a dictionary?

Cheerilee: (from o.s., sharply) Girls!

(Overhead view of her and the rest of the class; the Crusaders hurry over to rejoin them. They have stopped by a decidedly weird-looking statue: a long, serpent-like, winged quadruped, none of whose body parts match each other, standing on its hind legs. To wit: one forelimb ends in a feline paw, the other in a set of talons; one hind leg is that of a deer, the other of a reptilian creature. One feathered and one webbed wing sprout from the back. Its tail is long enough to wrap around the pedestal and nearly touch the ground, and it is laughing wildly.)

Cheerilee: Now this is a really interesting statue. (Close-up.) What do you notice about it?

(Zoom in on the hodgepodge, showing that even the head is a weird amalgamation: shaped more like a donkey or mule than a pony, with a long neck, bushy eyebrows, one antler each from a goat and deer, a snaggle tooth in the wide-open laughing mouth, and a goat’s beard protruding from its chin.)

Bloom: (from o.s.) It’s got an eagle claw! (Back to the class.)

Scootaloo: And a lion paw!

Sweetie: And a snake tail!

Cheerilee: This creature is called a draconequus. (Tilt slowly up its height, putting her o.s.) He has the head of a pony and a body made up of all sorts of things. (Back to the group.) What do you suppose that represents? (Bloom pops up.)

Bloom: Confusion! (Sweetie shoves her away.)

Sweetie: Evil! (Scootaloo shoves her off.)

Scootaloo: Chaos!

Sweetie: It’s not chaos, you dodo!

Scootaloo: Don’t call me things I don’t know the meaning of!

(Cut to a slow zoom in on the head during the previous line.)

Scootaloo: (from o.s.) And it is too chaos! (Back to them.)

Sweetie: Is not! (Bloom jumps on their heads.)

Bloom: You’re both wrong!

(The three-pony pyramid collapses into a brawl that leaves Cheerilee shaking her head. Tilt up from them to frame the draconequus’ belly; a spot on it begins to pulse faintly, as if a heart were beating under the stone surface. At ground level, Cheerilee steps up to the beatdown.)

Cheerilee: Actually, in a way you’re all right. (Fight ends.) This statue represents discord, which means “a lack of harmony between ponies.” In fact, you three have demonstrated discord so well— (Cut to them; she continues o.s.) —that you’re each going to write me an essay explaining it.  

(Three faces fall as the rest of the class laughs at them.)

Cheerilee: (leading them away) Now let’s go. And I don’t want any more fighting. (Next three lines are whispered among the Crusaders.)

Bloom: It’s confusion!

Sweetie: Evil!

Scootaloo: Chaos!

(During this exchange, the camera tilts up to follow a jagged crack that appears on one leg and works its way to the top of the neck. The “heart” keeps beating and a low, malicious chuckle is heard before the view fades to black.)

OPENING THEME

Act One

(Opening shot: fade in to an overhead view of the Ponyville town square. Rainbow Dash flies into view and goes into a steep ascent, but something streaks across the screen and brushes past her. Its passage sets her spinning in place and leaves her badly disoriented for a second; she gets her head clear and her dander up at the same time.)

Rainbow: Come back here, you!

(She zooms off after the annoyance, which can now be seen as a small pink cloud, and nails it with a flying tackle.)

Rainbow: Gotcha!

(Once she gets it and herself stopped, she finds that it is made of a very sticky, tenacious material.)

Rainbow: Ewwww! (shaking most of it off) What is this?

(She licks at a wad of residue and is surprised to discover that it is…)

Rainbow: Cotton candy?

(Many more such clouds zoom past her at unusually high speeds; one stops directly above her head and grows slightly. Its rumble of thunder is accompanied by the emergence of a very brown raindrop that lands squarely on Rainbow’s head.)

Rainbow: Wait a second! It’s not supposed to rain until tomorrow! You can’t just—

(Her protest gets her nowhere, as the cloud cuts loose with a brown shower.)

Rainbow: You did.

(Wipe to a cornfield ready to harvest and pan to frame Applejack, picking the ears with her teeth and tossing them into the cart she is pulling. The field lies outside the Sweet Apple Acres barn. One of the maverick clouds sails high overhead.)

Rainbow: (from o.s.) Hey! (flying after it) I didn’t tell you to go anywhere! (More clouds move in with their weird rain.)

Applejack: (as Rainbow descends, now clean) Rainbow Dash, what’s goin’ on with this rain…I mean, chocolate milk…I mean, chocolate-milk rain?!? (Rainbow hovers near her.)

Rainbow: There’s crazy weather all over Equestria! Cloudsdale’s getting soaked by a major cola storm right now. (The corn starts to pop.) But don’t worry. I’m not leaving you ’til I get control of Ponyville.

(She peels out as one ear machine-guns its contents straight into the farm pony’s face, knocking her back into the growing fluffy mounds. Pan to another section of the fields, where Pinkie Pie is blissfully diving among the popcorn.)

Pinkie: Why would you want to stop this?

(Out comes her tongue to lick the raindrops off her face. Now Rarity arrives on the scene and clears her throat as Applejack surfaces. The elegant unicorn has donned a violet raincoat and hat, as well as a saddle with an ornate blue umbrella attached to keep the storm off her.)

Rarity: I heard about your troubles, Applejack, and I came to see if there’s anything I can do—without getting wet. (Close-up of Applejack; she continues o.s.) Or dirty. (Back to her.) Or out from under my umbrella.

(A sound from o.s. draws both ponies’ surprised attention. Pan/tilt up to the source: the apples on a nearby tree suddenly grow to several times normal size. The weight of the gargantuan fruit causes this and other affected trees to bend over until their leaves nearly scrape the ground. One squirrel after another pops up from the leaves for an easy snack.)

Applejack: (from o.s.) Fluttershy, do somethin’!

(Quick pan to the animal expert on this line; she is watching her rabbit Angel chomp into one of the apples.)

Fluttershy: Now, Angel, you really shouldn’t—

(In a trice, the four short white legs have sprouted hooves, become very skinny and horse-like, and grown to perhaps three times the length of hers. Close-up of her.)

Fluttershy: No! It’s not possible!

(Zoom out; other bunnies stride past on their own ridiculously long shanks.)

Fluttershy: I must be seeing things!

(Twilight Sparkle and Spike walk up, the former levitating a book so she can read from it.)

Twilight: Don’t worry, everyone! (She closes the book and tosses it away.) I’ve learned a new spell that’ll fix everything!

(It takes her only a moment to conjure up a beam from her horn and let fly, the sky dimming briefly from its brilliance. The popping corn ears, the monster apples, the flipped-out clouds—all take the full blast, and she tops it off with a radiating blue/purple shock wave and a flash of white light that washes out the screen. As it fades away, the caster looks up, puzzled, and a long shot reveals why—her spell has had no effect whatsoever.)

Twilight: My failsafe spell…failed! What do we do?

Spike: Uh, give up? (Zoom out slightly; Rarity crosses to them.)

Rarity: (reprovingly) Spike, Twilight will come up with something.

(During this line, she levitates the umbrella saddle off her own back and the camera cuts to Twilight as it settles on hers.)

Twilight: Hmmm…time for Plan B. (addressing herself o.s.) Rainbow! Can you corral all those clouds in one corner of the sky?

(Cut to the airborne pegasus on the end of this; several of the funky rabbits are nibbling at a cotton-candy cloud in which she is mired. After a quick shake to free herself and scare them off, she salutes and gets her wings in gear. Cloud after cloud is swiftly rounded up to the surprise of Pinkie, who enjoys wallowing in the chocolate precipitation until it moves away from her.)

Twilight: Applejack! I need you to bring those high-strung storm clouds down to earth!

(Back into the sky during this line; Rainbow is cutting tight circles around the mass of clouds to force them all together. Down below, Applejack twirls her lasso in her teeth and lets fly; Rainbow peels out to stay clear of the loop as it drops around the giant pink clump. Pinkie has shifted position to stay in the rain and fill her mouth, but she is soon left high and dry again.)

Pinkie: Hey! What happened?

(The single weird thunderhead is dragged toward ground level. Now Twilight whispers to Fluttershy, whose face brightens as she grasps the plan; the yellow flyer addresses herself o.s. in a loud, slightly stilted voice. Twilight has disposed of the umbrella.)

Fluttershy: Oh, dear! I hope that none of the animals see these delicious chocolate-filled cotton-candy clouds!

(During this line, the camera cuts to the trees and the critters whose ears perk up at these words. The next shot is of Applejack, who finishes tying the free end of her rope to a fence post to hold the clouds in place.)

Fluttershy: (from o.s.) I’d hate to have to share them!

(Pan to the other side of the mass; here Pinkie is stuffing her face. She has otherwise cleaned up from her wallow in the puddles.)

Pinkie: Ah! You and me both, sister!

(She is instantly beset by a rush of animals that take her place at the all-you-can-eat candy/weather buffet. The speed of their charge knocks her backward.)

Pinkie: Hey!

(Her protest does nothing to dissuade the gorging critters. Cut to an overhead shot of the cloud and pan to the other four ground troops—Twilight, Applejack, Rarity, Spike.)

Applejack: (as Fluttershy, Rainbow land) And when y’all are done that [sic], feel free to have some popcorn for dee-ssert! (Close-up of Twilight.)

Twilight: You see, Spike? You should never give up. (Pan to him as she continues.) There’s nothing we can’t overcome if we all work together.

(He sucks in a huge, cheek-bulging breath and lets it out in a green fiery blast that solidifies into a scroll. Zoom out from the group as Twilight levitates and opens it to read, then zoom in quickly to a close-up of her. She sucks in a sharp gasp, her eyes briefly popping in surprise, and addresses the group.)

Twilight: Come on, girls! Princess Celestia wants to see us all in Canterlot immediately!

(Cut to Applejack and Fluttershy on the end of this; they trade a properly worried look at this bit of news. Dissolve to a long shot of the capital city on its mountainside, zooming in over the windswept peaks, then dissolve to a closer view of one balcony of Princess Celestia’s palace. The zoom continues as the winged unicorn paces behind a row of stained-glass windows that give onto this balcony. In close-up, she stops at the sound of a door being thrown open.)

Twilight: (from o.s.) Princess Celestia!

(Cut to the six ponies at the entrance; all gallop in except for Rainbow, who flies. Rarity no longer wears her raincoat and hat.)

Twilight: We came as fast as we could!

(A different camera angle reveals that they are in the palace’s entrance hall; Celestia stands at the main landing of its staircase. As they stop at its foot, Celestia speaks with a slightly fearful urgency that stands in sharp contrast to her usual gentle tone.)

Celestia: Thank you, Twilight. Thank you all.

Twilight: Is this about the weather, and the animals’ weird behavior? What’s happening out there? (Cut to Celestia; she continues o.s.) Why isn’t my magic working? Is there— (A gold-shod hoof is raised; she falls silent.)

Celestia: Follow me.

(Dissolve to an overhead shot of the seven, now proceeding down a corridor with stained-glass windows on both walls.)

Celestia: I’ve called you here for a matter of great importance.

(Floor-level close-up of a window’s image projected onto the tiles by sunlight: a creature that resembles the draconequus statue seen in the prologue. The ponies pass by this.)

Celestia: (from o.s.) It seems an old foe of mine, someone I thought I had defeated long ago, has returned.

(On the end of this, Fluttershy stops for a better look at the thing, then angles her head up toward the window itself.)

Celestia: (from o.s.) His name… (Cut to the window and zoom in.) …is Discord.

(Fluttershy yelps in fear and darts ahead to rejoin the others. Head-on view of them; she peeks out.)

Celestia: (stepping into view before them) Discord is the mischievious [sic] spirit of disharmony. Before my sister and I stood up to him, he ruled Equestria in an eternal state of unrest and unhappiness.

(Cut to the upper section of one window, which portrays the creature manipulating an earth pony, pegasus, and unicorn on the ends of strings attached to marionette control crossbars. Tilt down/zoom in to frame the rest of the glass as she speaks; pink flames burn below the ponies, and faint screams are heard under her next line.)

Celestia: (from o.s.) Luna and I saw how miserable life was for earth ponies, pegasi, and unicorns alike. (Long shot of the group.) So after discovering the Elements of Harmony…

(Cut to another window and zoom in; Discord, caught between the two circling princesses, has been petrified.)

Celestia: (from o.s.) …we combined our powers and rose up against him, turning him to stone. (Rainbow pops up into view.)

Rainbow: All right, Princess! (The group continues on.)

Celestia: I thought the spell we cast would keep him contained forever. (Close-up.) But since Luna and I are no longer connected to the Elements… (Pan to Twilight and Applejack as she continues.) …the spell has been broken. (They stop; she walks on.)

Twilight: No longer connected?

(Cut to a long shot of a balcony at the end of the hall, decorated with a multitude of varicolored tapestries, and tilt down toward ground level.)

Celestia: (from o.s.) This is Canterlot Tower…

(The seven come into view, standing before a pair of closed double doors in a gold frame topped with a carving of a winged unicorn. A column and a unicorn sculpture stand to either side.)

Celestia: …where the Elements are kept inside since all of you recovered them. (Close-up.) I need you to wield the Elements of Harmony once again and stop Discord— (Cut to the six; she continues o.s.) —before he thrusts all of Equestria into eternal chaos! (Pinkie zips away.)

Twilight: But why us? Why don’t you—

Pinkie: (from o.s.) Hey, look! (Cut to her at another window.) We’re famous!

(Close-up of the glass, tilting up; the six use the Elements to bring down Nightmare Moon. Applejack is portrayed without her hat.)

Celestia: (from o.s.) You six showed the full potential of the Elements by harnessing the magic of your friendship to beat a mighty foe. (Back to her and Twilight.) Although Luna and I once wielded the Elements, it is you who now control their power, and it is you who must defeat Discord!

(All six have gathered before her again. They exchange a few seconds’ worth of uncertain looks and drooping ears before their usually-fearless leader finds her resolve.)

Twilight: Princess Celestia, you can count on—

Pinkie: Hold on a second! Eternal chaos comes with chocolate rain, you guys. Chocolate rain! (Twilight slides up to Celestia.)

Twilight: Don’t listen to her, Princess. We’d be honored to use the Elements of Harmony again.

(Stepping up to the closed doors, Celestia inserts her horn into a hole bored through the center of the gold sunburst that rests where the handles or knobs would normally go. She hits it with a quick shot of magic and backs away; vivid blue light shines around the sunburst’s outline and spreads along the seams that split the doors radially into six panels. Machinery begins to grind as the camera zooms out and two columns of three blue spots each light up on the doors, one by one. The blue brilliance spills outward from the doors, washing over Celestia, and one swift flash later they are standing wide open. Cut to a jeweled lockbox on a pedestal within, surrounded by the light, and zoom in.)

Rarity: (from o.s., shuddering) Oooooh… (Cut to her as she continues.) You can keep the Elements. I’ll take that case!

Celestia: Have no fear, ponies. I have total confidence that you will be able to defeat Discord…

(On the end of this, she levitates the box forward, the camera shifting to frame it instead of her.)

Celestia: (from o.s.) …with these.

(When the lid flips open, the contents are framed in full detail: absolutely nothing. A round of gasps from the six Ponyville residents shocks Celestia into letting it hit the floor. The thud echoes prominently in the silent hall; Pinkie is first to get any words out, in her usual cheerful tone.)

Pinkie: Oh, well. (trotting away) If anyone needs me, I’ll be outside in the chocolate puddles with a giant swizzle straw!

(Snap to black.)

Act Two

(Opening shot: fade in to an extreme close-up of the empty box and zoom out to frame it on the floor, surrounded by hooves.)

Twilight: (from o.s.) The Elements! (Long shot of the Ponyville six.) They’re gone!

Celestia: (pacing) That chamber is protected by a powerful spell that only I can break! This doesn’t make sense.

(A fruity, malicious laugh asserts itself in the hall—the amped-up brother of the chuckle heard in the prologue. It gives way to an echoing male voice whose unctuous, semi-playful tone does very little to disguise the suggestion of malevolence at its core.)

Voice: Make sense? Oh, what fun is there in making sense?

Celestia: Discord! Show yourself!

(Another contemptuous laugh rolls around the vaulted ceiling; cut to a pan past the window that depicts him pulling the ponies’ strings.)

Voice: Did you miss me, Celestia?

(Pan back to that window; a flash of light, and the draconequus image begins to move and speak in this voice.)

Window Discord: I’ve missed you.

(He leaps away, his form disappearing past the edge as if on a television screen, and appears in the next window—the ponies gathered around the jewels that represent the Elements.)

Window Discord: It’s quite lonely being encased in stone, but you wouldn’t know that, would you? (Zoom in slowly.) Because I don’t turn ponies into stone!

(He has ended up lounging against Fluttershy’s panel, which he taps with a claw. Cut to the seven.)

Celestia: Enough! What have you done with the Elements of Harmony?

(The window again; now he is seen in his own panel at the top.)

Window Discord: Oh, I just borrowed them for a teensy little while.

(A snap causes the jewels to disappear from the center of the design.)

Celestia: (stomping one hoof) You’ll never get away with this, Discord! (He reclines on their pedestal.)

Window Discord: Oh, I’d forgotten how grim you can be, Celestia. (Head-on view of the seven; he continues o.s.) It’s really quite boring.

Rainbow: Hey! Nopony insults the Princess!

(She launches a flying charge at the window, but he disappears an instant before she smacks into the glass. Once she gets her eyes refocused and peels herself loose, he reappears—now large enough to block most of the picture.)

Window Discord: Oh! You must be Rainbow Dash, famed for her loyalty—the Element of Harmony you represent.

Rainbow: That’s right! I’ll always be loyal to the Princess! (He vanishes.)

Voice of Discord: We’ll see about that.

(Cut to Rarity, standing before the window that depicts Celestia and Luna defeating him—but he is gone from the center.)

Rarity: I can’t believe we’re wasting our time talking to a tacky window. (He reappears at its base.)

Window Discord: The beautiful Rarity, representing the Element of generosity, if I’m not mistaken. (Applejack walks up.)

Applejack: So you know who we are. Big deal. (He grows to full size.)

Discord: Oh, I know much more than that, honest Applejack.

Twilight: You seem to know our strengths too.

(Now he pops over to the window of the six, appearing in small size atop Fluttershy’s panel.)

Window Discord: Yes, Twilight Sparkle. And yours is the most powerful and elusive Element—magic. (Cut to Twilight and Fluttershy; he continues o.s.) Fluttershy’s is kindness and Pinkie Pie’s is a personal favorite of mine—laughter.

(The yellow pegasus’ eyes pop when she is mentioned, and the camera then pans to frame Pinkie on Twilight’s other side; she has a hoof to her mouth to stifle the giggles that mingle with his.)

Twilight: (annoyed) Pinkie!

Pinkie: (laughing full force) He’s standing on your head!

(Back to the window during this; he is in fact dancing while balanced on Twilight’s head.)

Celestia: Stop stalling, Discord! What have you done with the Elements of Harmony?

Window Discord: Oh, so boring, Celestia, really! Fine, I’ll tell you, but I’ll only tell you my way.

(He vanishes with a flash. In an overhead shot of the hall, his full-size image appears in one window and weaves among others.)

Window Discord:         To retrieve your missing Elements,

                        Just make sense of this change of events.

                        Twists and turns are my master plan,

(He returns to the window in which he first came to life.)

                        Then find the Elements back where you began.

(One last flash leaves him in stained-glass immobility again; his unsettling chuckle echoes and dies out as Twilight, Applejack, and Fluttershy step up.)

Fluttershy: Can we go home now?

Applejack: What do you reckon he meant? Twists and turns and endin’ back where we started?

Twilight: (walking toward a window) Twists and turns…twists and turns…

(She has ended up at a spot that gives an excellent vantage point of the hedge maze. After staring out over the green walls and the gloomy gray sky, it hits her.)

Twilight: Twists and turns! That’s it! I bet Discord hid the Elements in the palace labyrinth!

Celestia: Good luck, my little ponies. (as she, Twilight, Applejack, Rainbow bow to each other) The fate of Equestria is in your hooves.

(The regal pony actually bows twice, inclining her head so that her horn swings down close to each of Twilight’s shoulders as if she were using a sword to knight her.)

Twilight: Thanks, Princess. We won’t let you down.

(She races off, leading the other five out of the hall as Celestia watches and Discord’s laughter peals out over them all. Dissolve to a head-on view of the maze entrance, zooming in over a ridge and tilting up to frame the flying banners that adorn it. A collective gasp is heard from o.s.; cut to an overhead view of the six before the entrance, seen from above its arch.)

Fluttershy: (terrified) W…we have to go in there? (Ground level; Rainbow walks up.)

Rainbow: Nope. (flapping her wings) Dopey Discord forgot about these babies! (She goes airborne.) I’ll just do a quick flyover and we’ll have the Elements in no time.

(She is totally unprepared for a sudden flash of light that leaves no trace of “these babies” on her flanks. All her forward momentum goes bye-bye, leaving her to drop like a ton of blue bricks.)

Rainbow: My wings!

(Fluttershy promptly loses hers as well, prompting a yelp, and a double flash strips both unicorns of their horns.)

Twilight, Rarity: Your horn!…My horn!

(Both scream at the realization, and a ball of light appears at the maze entrance. It solidifies into Discord, who straightens his mismatched body up to full height as lightning forks across the sky, the camera framing him from the waist up. After his exultant laughter has died out, he leans down to point at the six ponies with his lion-paw foreleg. The bushy eyebrows and goat beard are white, the eyes are beady and red with yellow whites, and one pupil is rather larger than the other. His body is brown, his head and neck a lighter brownish-gray, and a short fringe of dark gray mane runs down the back of his neck. The taloned forelimb is yellow, while its lion-paw counterpart is a pale brownish-yellow. The “snake tail” that Sweetie pointed out in the prologue is red and scaly, ridged with a row of spines and tapering to a tuft of white hair at the end. The previous echoing quality is gone from his voice.)   

Discord: (giddly) You…you should see the looks on your faces! Priceless! (Giggle.)

Twilight: Give us our wings and horns back!

Discord: You’ll get them back in good time. (Teleport over to Applejack; nudge her flank as he continues.) I simply took them to ensure there’s no cheating. (slithering to Fluttershy/Rainbow, then Twilight) You see, this is the first rule of our game—no flying, and no magic.

Rainbow: (unnerved) The…first rule? (He rests on the nearest hedge.)

Discord: The second rule is, everypony has to play, or the game is over—and I win. (hovering) Good luck, everypony!

(The previous sequence clearly picks out the rest of his coloration. Light blue feathered wing; darker blue-gray webbed one; deer hind leg in medium brown; reptilian one in green. He now winks out with one last laugh; instantly Fluttershy drops into a fearful huddle on the grass.)

Twilight: Never fear, girls. We have each other. (Fluttershy is back up again.)

Rainbow: Yeah! Like Twilight said, there’s nothing we can’t overcome if we all stick together.

(On this line, the camera cuts to Applejack and Fluttershy, who trade reassuring smiles, then to Pinkie and Rarity as they do the same while standing behind Rainbow. The view then shifts to just inside the entrance and zooms in on the six ponies taking up positions before it.)

Twilight: All right, girls. Let’s do this.

(Ground-level view of their line, from the chests down and seen from Fluttershy’s end.)

All: (taking one step ahead) Together!

(In a longer shot, they are startled into an assortment of panicked responses by the hedges that suddenly shoot up from the ground to wall one off from the next. An overhead view reveals that they have been split up into six parallel lanes; in addition, another hedge has sprung up behind to cut off their retreat.)

Twilight: Stay calm, girls!

(Cut to a screenful of hedge leaves. A vertical panel showing her slides up from the bottom to fill the middle third of the screen.)

Twilight: Everypony head to the middle as fast as you can and we’ll regroup there! (The next four appear in turn.)

Rainbow: (top left) Moving out!

Rarity: (bottom right) See you in the center!

Applejack: (bottom left) Yee-haa!

Pinkie: (top right) See you guys there!

(These five panels have nearly filled the screen; the ponies within them zip away at top speed, after which the assembly flies up like a window shade. Behind them is a freaked-out yellow former pegasus who can do no more than hyperventilate for a second.)

Fluttershy: What’s that? Who’s there? GIRRRRLS!!

(As she holds out this last word, zoom out to a long overhead shot. The other five have started to run the maze, but she is still at the start of her path. The camera briefly roves ahead to frame more of the vast scramble of hedges that awaits them, then focuses on the galloping Applejack. After several seconds of sure-footed charging, she slows to a walk and advances quizzically along a straightaway in close-up. A zoom out frames the reason for her puzzlement: three red apples lying on the ground, in nearly the same arrangement as the ones that make up her cutie mark. They roll ahead on their own.)

Applejack: What in tarnation?

(She resumes her galloping pace to follow them and comes out in a grove of apple trees. The pieces of fruit roll in a small circle before her.)

Applejack: Where am I?

(Another apple drops into view and clunks her square in the noggin; she looks up, slightly dazed, in time to see others fall from the branches. Within seconds, they are tumbling along the ground in a broad swath, accompanied by three separate high, cackling giggles. A brief overhead shot of Applejack reveals that they have separated themselves into three groups by color—green, light red, dark red—and are now circling her.)

Applejack: Who are y’all?

(Each group in turn forms itself into a tall pile and shapes a face to speak, while still circling. After a pile finishes, it collapses back down.)

Dark red: The keepers of the Grove of Truth.

You may ask us… (Quick pan to light red.)

Light red:                 …one question… (Quick pan to green.)

Green:                         …past, future, or present. (To Applejack.)

Dark red:         But be warned…

Light red:                 …that the truth…

Green:                         …may not always be pleasant.

Applejack: All right, then. I don’t trust this place worth a hill of beans, but I got a real bad feelin’ about this feller Discord. What’s gonna come of this here mission we’re on?

(All three groups stop moving. Cut to the edge of a pond and zoom out slightly as they and their reflections move up to the edge, with Applejack in between them. Now all three guardians’ faces remain in view.)

Dark red:         For the answer you seek…

Light red:         …go ahead. (Close-up of her reflection; it continues o.s.) Take a peek.

(Her image gives way to the six friends standing in a decidedly warped version of Ponyville. A tree and streetlight list at crazy angles; houses are placed smack on top of tall hills; Sugarcube Corner stands on a floating midair island; the ground has taken on a pastel checkerboard pattern. The ponies, all unusually cross, stand in what used to be a normal street. Each speaker’s face briefly superimposes itself over the scene, then vanishes as her words echo weirdly over the pond surface. Of the four non-earth ponies, only Twilight has regained her normal state.)

Rainbow: I hope I never see you again!

Fluttershy: Me too!

Pinkie: Fine!

Rarity: Fine!

Twilight: It’s settled, then.

[Animation goof: Twilight’s horn is missing in her close-up.]

(They scatter in all directions, the image changing back to Applejack’s reflection. Zoom out quickly as she straightens up with a frightened start; the guardians have collapsed again.)

Applejack: No! Our friendship…over?

(Cut to Discord floating in the sky. He is working three marionette crossbars just as he did in the stained-glass window of the palace—one in each foreleg, the third with his tail—and he chuckles nastily to himself. Tilt down to ground level, the strings disappearing from view; the three guardians respond to his motions, rising and falling to show/hide their faces.)

Applejack: It can’t be true! (taking off hat) It just can’t!

(Snap to black.)

Act Three

(Opening shot: an overhead view of Applejack and the three guardian/puppets at the edge of the pond. The surface shows the six friends going their separate ways as the camera zooms in; Applejack has put her hat back on and is watching closely. After the vision fades away, cut to a close-up of her, straightening up to full height.)

Applejack: That just can’t be the truth.

Light red:                 When all the truth does…

Green:                         …is make your heart ache…

(As this pile continues, Discord’s face and voice fade in partially to overlap it and the hypnotic influence of his eyes spreads to hers.)

Green, Discord:        …sometimes a lie is easier to take.

(Green’s wildly laughing voice fade away, the three piles of apples roll off the scene, and Applejack’s entire form takes on a faded, washed-out tone, starting from the hat and working down. Only the colors cycling through her mesmerized eyes retain any vivid hues. Just behind her, a section of hedge slides open as if it were a door and Twilight gallops past on the other side. She quickly backs up to the new gap.)

Twilight: Applejack! Thank goodness!

(Overhead shot of the area, now seen as a completely empty clearing within the maze: no trees, no pond, no apples, nothing. Evidently Discord has the power to create illusions that go far beyond simple puppeteering.)

Twilight: (entering) I thought I heard voices over here. (Close-up; Applejack faces away from her.) Who were you talking to?

Applejack: I was talkin’ to, uh…nopony! (glancing at Twilight) Nopony whatsoever.

(The movement of her head reveals that her eyes have reverted to their normal appearance, but the irises have gone a darker shade of green. As soon as the last two words are out of her mouth, she cuts her eyes from side to side and avoids looking Twilight straight on, all the while keeping her lips firmly clamped shut. Back to Twilight.)

Twilight: (with great disbelief) What? (Zoom out; Applejack trots over to her.)

Applejack: Nothin’. (glance away; passing her) Come on, uh, we best be goin’.

Twilight: (to herself) Did Applejack just… (smiling, laughing) Come on, Twilight. Applejack wouldn’t lie.

(She trots away with another laugh, the camera tilting up to point over these hedges at Pinkie, who whistles while hopping merrily along a distant passage. Cut to a close-up of her cutie mark, then to a T-junction. She stops short here, staring wide-eyed at the camera, as a chorus of high laughing voices makes itself heard. A cut to the sky and tilt down reveals that she has entered a courtyard full of balloons, many in assorted shapes, sizes, and colors and sporting smiley faces. Floating above and separate from them are two blue and one yellow, in the same arrangement as the three on her haunch. The laughter is coming from the masses of balloons, but none of the painted mouths are moving; Pinkie lets off an ecstatic squeal as she hops into the area.)

Pinkie: (laughing) This is the greatest balloon garden I’ve ever seen! (Head-on view.) It’s the first balloon garden I’ve ever seen, but still—

(Her voice trails off into a surprised yell when her hooves slide out from under her and she crashes down into a puddle. Two puzzled blue eyes stare out through the mud now covering her face and body; the laughter takes on a much nastier tone now while the balloons float toward her. One has tied itself around her rear leg to trip her up, and among the cacophony of jeers are a few voices that might, just might, belong to her friends. All fall silent when she speaks up.)

Pinkie: Hey! What gives? (Discord appears.)

Discord: What’s the matter, Pinkie Pie? I thought you appreciated a good laugh.

Pinkie: It’s different. They’re laughing at me.

Discord: (leaning his head behind a blank green balloon) It’s hardly different.

(When he pulls away, his head is gone and the floating rubber toy rotates to show that it now has a smiley-face parody of his own leering mug. It speaks with his voice and a bit of a reverberating quality, as if heard through a hot-air register.)

Balloon Discord: Your friends laugh at you all the time. (It floats down to her; she is standing up and clean, the balloon off her leg.)

Pinkie: (smiling) My friends laugh with me, not at me.

Balloon Discord: (circling) Oh, really?

(Here comes his jeering laughter again, this time accompanied by a speed boost that leaves Pinkie’s eyes whirling in their sockets as they track his motion. The other balloons join in the mockery; she snaps to with a gasp.)

Pinkie: No! Stop it!

(They do no such thing. In fact, when the camera cuts to her perspective and pans across, five balloons manifest the other ponies’ faces and coat colors and step it up a notch. Back to her, now huddling on the ground below them.)

Pinkie: Stop laughing at me! (Balloon Discord floats down.)

Balloon Discord: (with mocking sadness) Oh, poor Pinkie Pie. And here I thought laughter made you happy.

(He stops right in front of her face and lets her have a blast of his hypnosis. In extreme close-up, she squeezes her cycling eyes shut and reopens them—same blue irises, but the eyebrows are fixed down in a scowl. Her harsh tone of voice tells the rest of the story: every bit of good cheer is gone from her.)

Pinkie: Happy? (She stands up, becoming washed-out as Applejack did.) I don’t think so.

(Balloon Discord drifts away and all the others burst, exposing Twilight and Applejack at a different entrance to this courtyard.)

Twilight: Pinkie Pie! (galloping in) Are we glad to see you!

Pinkie: Oh, you are, huh? Why? (trotting past) Need a good laugh?

Twilight: Pinkie?

(The not-so-pink pony exits past Applejack, who has stayed at the entrance; Twilight trots back to her.)

Twilight: What do you suppose has her so upset? It’s not like her.

Applejack: I didn’t notice anything strange about Pinkie.

(She does her shifty-eye bit again, then walks out.)

Twilight: (to herself, whispering) Weird. (heading off) Better pick up the pace before the stress of this gets the better of all of us.

(Balloon Discord floats after her with a smirk. Dissolve to a pan across the maze, which seems to have grown several sizes and, even more improbably, expanded its hedges to cover quite a few hills and overhangs. Stop on Rarity as she walks along a passage laid out on a nearly spherical hill; this in itself would be unremarkable, except for the fact that the path takes her around its equator so that her entire body is turned sideways relative to the ground below. The fact that gravity has had a thumb put in its eye does not ruffle her. Overhead, the sky has become even more heavily overcast than it was at the start of this obstacle course.)

Rarity: I was expecting an audience with the Princess— (Cut to her, right-side up.) —not outdoor sports.

(She runs flat into a rock wall set with three lozenge-shaped jewels in the same pattern as her cutie mark. These glow brilliantly and cast their reflections in her eyes as she backs off with a small cry.)

Rarity: Oh, my.

(Cut to behind her and zoom out slowly. She has hit a dead end and is standing on a large gold sunburst with a purple background. In close-up, Discord’s chuckling face appears in each of the three gems—his true face, that is, not the balloon one—and his voice echoes as it did when he spoke from the stained-glass windows in Act Two.)

Discord: Welcome to your lucky day, Rarity. You’ve found the one thing in Equestria that could rival my face for sheer beauty.

(The jewels blaze brightly, filling the screen for a moment, and the camera shifts to a head-on view of her.)

Discord: (from o.s.) What do you think? (She becomes hypnotized.) You like?

Rarity: (moaning weakly) I like very much. (She shakes her head clear and turns away.) No! No! I shan’t succumb to such fabulousness!

(She begins to walk away, but every step is an effort as if a giant rubber band were trying to pull her back to the wall.)

Rarity: Must…get to the center…to meet…the others!

(Finally she gives up and rushes back to the wall, standing on her rear legs and stretching up as tall as she can.)

Rarity: MINE!!

(Her colors become faded as she attacks the stone with her front hooves, sending bits of gravel showering down around her. Clock wipe to her, now scuffed and filthy from the effort; stone dust settles around her and the rock fragments that now litter the ground. She is fiercely pleased with herself.)

Rarity: Well, Rarity. It took forever, but it was worth it!

(“It” turns out to be an enormous diamond that she has excavated from the rock. She runs over, now cleaned up, and puts her front hooves lovingly on it. This thing is as wide across as she is tall when standing on two legs.)

Rarity: Who knew three little gemstones would turn out to be this handsome hunk of a diamond? (Happy gasp.) Now to get you home.

(Ducking as low as she can, she gets enough of her back underneath the monster gem to allow her to hoist it up. As she trudges away, step by labored step, the camera pans back to the remains of the rock face, which collapse in a belch of dust to reveal Twilight, Applejack, and Pinkie on the other side.)

Twilight: Rarity! Are we glad to see—

(She cuts herself off in shock and the camera cuts to the greedy ex-unicorn. The diamond has been replaced by an ordinary boulder of roughly the same size and shape—another of Discord’s tricks, no doubt.)

Twilight: (from o.s.) Why are you carrying a humongous boulder? (Rarity flips it off her back.)

Rarity: What do you mean, boulder? (stroking it) This big, beautiful, bedazzling rock is a diamond! And it’s all mine. (She zips up with it on her back.) Keep your envious little eyes off it! I found it and it’s mine, fair and square!

(She hauls it away, followed by Applejack and a hunkered-down Pinkie, and Twilight’s concern grows by a few orders of magnitude as she moves out. Dissolve to a screenful of leaves, from which two very scared blue-green eyes peek out. Their owner leaps out into the path—it is Fluttershy, whose nerves have not calmed down one bit since this funhouse began.)

Fluttershy: Okay, I can do this. (moving ahead) I can—

(Or perhaps not; since the appearance of three pink butterflies right in front of her is enough to spook her into a scream and a full-speed retreat. Matching the ones in her cutie mark, they hover around her rump as she tries to burrow back into the hedge. As soon as she gets all the way in, they flit away and she puts her head back out with a smile.)

Fluttershy: Oh, wait a minute! (Cut to them; she continues o.s.) Butterflies? (galloping after them) Wait! Don’t leave me here!

(They continue their flight, but she spots them from around a corner and hurries to catch up. In short order she skids to a stop, the camera cutting to her perspective and panning across: a juncture of several passages, but no butterflies in sight. Back to her; they emerge from one side, and one speaks in a high-pitched version of Discord’s voice.)

Butterfly Discord: Fluttershy…

(Close-up; these things have his mismatched antlers, snaggle tooth, and bushy white eyebrows.)

Butterfly Discord: …looks like you’ve been left behind by your so-called friends, huh?

Fluttershy: (smiling) Oh, no. I’m certain they’re doing their best to find me. (They circle her head)

Butterfly Discord: Well, it must be so upsetting to know how weak and helpless they think you are.

Fluttershy: Not at all. I am weak and helpless, and I appreciate their understanding.

Butterfly Discord: (normal voice, stammering) Yes, well, surely it burns you up, I mean— (high voice) —that they’re always pointing out your flaws, right?

Fluttershy: Not really. In fact, I think I’m awfully lucky to have friends who want me to be the best I can be.

(This is too much for the trickster, who resumes his normal form and voice; the butterflies disappear.)

Discord: Oh, for goodness’ sake!

(Cut to her; he jabs a taloned finger into her forehead, hypnotizing her and bleaching out her normal coloration.)

Discord: (pacing behind her) You’ve been kind for far too long, my dear! Time to be cruel! Arrivederci!

(He winks out, an instant before a section of hedge retracts into the ground to expose Twilight and the three previous brainwashed ponies. Twilight trots in; cut to a close-up of the dazed, even paler yellow victim.)

Twilight: (from o.s.) Fluttershy! (She walks into view; Fluttershy gets her head clear.) I’m so glad to see a friendly face.

(Coming up from behind, she does not notice the lowering eyebrows.)

Twilight: This awful labyrinth is getting to everypony.

(A grunt from Applejack, a sullen raspberry from Pinkie, and not much of a response from Rarity. The last strains to keep her “diamond” balanced on her back and is again filthy from the effort. Now Fluttershy turns to face her and speaks in a tone dripping with venom and sarcasm.)

Fluttershy: Aw, boo-hoo-hoo. (Twilight’s jaw drops; Fluttershy crosses to her.) Why don’t you wave your magic little horn and make everything all right?

Twilight: Uh…

Fluttershy: Oh, that’s right. You can’t. (walking away) You don’t have one.

(She punctuates this crack with a lash of her tail across Twilight’s cheek. Cut to her, Applejack, and Pinkie as they walk away, Fluttershy hip-checking Pinkie into the nearest wall and Applejack laughing at the hit.)

Twilight: (from o.s.) What is happening to my friends? (Pinkie gets up.)

Pinkie: (to Applejack) And what are you laughing at?

Applejack: (hastily) Chocolate milk. (She glances away; Rarity struggles with the boulder.)

Rarity: (to Twilight) Little help here!

(The two former unicorns get the massive stone balanced on their backs.)

Rarity: Thanks, Twilight. (Cut to Twilight.)

Twilight: You’re welcome.

Rarity: (from o.s., sharply) But don’t get any ideas about my gem. (Cut to frame both.) I know where you live.

(The two move out. Dissolve to another stretch of the maze; as thunder rumbles somewhere nearby, Rainbow peeks around a corner and gallops ahead a short distance. She dives behind another corner and risks another quick look, catching sight of a small, moving white cloud with a red/yellow/blue lightning bolt crackling out every so often. It is a scaled-up version of her own cutie mark, and it is the source of the thunder.)

Rainbow: I’ve got you now, Element.

(She races after it and keeps up through a few turns, but skids to a stop with a pop-eyed stare as it floats out of view. The camera shifts to behind her and zooms in on two apple trees in a clearing. With a cloud strung between them for a hammock. And a sunglasses-wearing Discord lounging on this.)

Discord: (stretching) Oh, I can see why you like these clouds so much. Very plush.

Rainbow: Get off there and put ’em up! (standing on hind legs, ready to box) Come on! Let’s go! (Discord sits up.)

Discord: Hey, I’m here to deliver a message.

Rainbow: I’ve got a message for you, too!

Discord: (removing sunglasses) Listen closely. This is important.

(The irate sky-blue pony settles back to all fours as he approaches her. He whips around to address her from different angles during the following.)

Discord:        A weighty choice is yours to make—

                The right selection, or a big mistake.

                If the wrong choice you choose to pursue,

                The foundations of home will crumble without you.

(He backs off and snaps his fingers, bringing the white cloud in front of himself. It whirls in place, throwing off tri-color lightning and growing to fill the screen as the sky darkens. The view dissolves to a long shot of the sky city of Cloudsdale and zooms in; structures and columns begin to topple in a midair earthquake.)

Rainbow: (voice over, weakly) Cloudsdale…crumble…without me…

(In a street, several pegasi—one of whom is Derpy Hooves—bail out to avoid being crushed by a falling column. Back to Rainbow, whose eyes betray the hypnotic spell that has taken over.)

Rainbow: NOOOO!!

(A wrapped gift box materializes and floats before her, sparkling faintly.)

Discord: (from o.s.) That box contains your wings. (leaning over her) You can take them and leave the game, or you can carry on aimlessly wandering this maze.

(On the end of this, he runs a finger over her head and her color washes out. Zoom in to an extreme close-up of her face.)

Discord: (now o.s.) Your choice.

(Dissolve to a long overhead shot of the maze, the camera spinning as it zooms in on four moving shapes and one boulder. At ground level, Rarity—now clean and not carrying the load—walks disdainfully ahead.)

Twilight: (with great effort, walking into view) Must…find…Rainbow Dash. As a team…we’re…unstoppable. Rainbow Dash won’t let us…down.

(Her slow pace and strain are due to the fact that she is now hauling the rock alone.)

Applejack: (from o.s.) Well, looky there. (Quick pan ahead to her and Rarity; Twilight catches up.) Rainbow Dash is flyin’ away. She’s abandonin’ us!

Twilight: Now I know that’s a lie.

(When she flips the boulder off her back and looks up, though, she finds that the suddenly dishonest farmer is telling it straight for once. She gasps softly as Rainbow soars overhead and out of the maze to disappear into the clouds.)

Twilight: How can it be?

(The entire maze shakes as a layer of even darker gray clouds move in to cover every square inch of sky. Blocks of hedges swiftly retract into the ground, throwing up curtains of dust in all directions. When these clear, the camera shifts to an overhead view of the other five ponies and zooms out. Nothing is left but a wide tract of bare earth, with the perimeter footpaths and statues still in place except for the one of Discord. Back to Twilight and Applejack.)

Discord: (from o.s.) Well, well, well. (He emerges from the dust.) Somepony broke the “no wings, no magic” rule.

(A finger snap puts Twilight’s and Rarity’s horns and Fluttershy’s wings back where they belong. Overhead view.)

Discord: Game’s over, my little ponies! You didn’t find your precious Elements. Looks like we might be due for a big old storm of chaos.

(During this line, the camera cuts to ground level; he leans over Twilight for a moment, then produces a pink umbrella that meows softly when he opens it. The canopy opens upside down on the shaft, so that it will catch rain instead of letting it run off, and lightning rips the sky as he laughs crazily and Twilight stares in total disbelief. Cut to an overhead shot and zoom out, then to a “To be continued…” title card. Unlike all other episodes to date, there is no transition to black, but rather a cut directly to the closing credits.)

Continued in Part Two

THE RETURN OF HARMONY—PART TWO

Written by M.A. Larson

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

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, then to black, then in to a scene from Part One, Act One: Twilight Sparkle and her friends racing to meet Princess Celestia on the staircase in her palace’s entrance hall.)

Twilight: Princess Celestia! We came as fast as we could!

(Close-up of Celestia, now standing outside the Canterlot Tower doorway that protects the Elements of Harmony.)

Celestia: I need you to wield the Elements of Harmony once again and stop Discord!

(Snap to black, then fade in quickly to a close-up of the lockbox that had held them and zoom out slightly. It lies open and empty on the floor before the group. This shot is from the start of Act Two.)

Twilight: (from o.s.) The Elements! They’re gone!

(Cut to Discord, laughing wildly and standing up to full height under a sky full of black clouds and lightning. After he quiets down and the clouds fade to gray, he leans over to address the ponies.)

Discord: Everypony has to play, or the game is over—and I win.

(Cut to Applejack in the Grove of Truth, within the massive hedge maze outside the palace.)

Applejack: Our friendship…over?

(Cut to Twilight as she trots up behind the farmer, whose washed-out color now tells that she has fallen under Discord’s influence. This is now Act Three.)

Twilight: Who were you talking to?

Applejack: Nopony! Nopony whatsoever! (She cuts her eyes away and clamps her mouth shut.)

Twilight: (with great disbelief) What?

(Cut to the two at an opening in the hedges.)

Twilight: Pinkie Pie! (galloping in) Are we glad to see you! (She finds Pinkie, also gone wrong.)

Pinkie: Why? (trotting past) Need a good laugh?

(Cut to Applejack, a corrupted Fluttershy, and Pinkie as they walk away, Fluttershy hip-checking Pinkie into the nearest wall and Applejack laughing at the hit.)

Twilight: (from o.s.) What is happening to my friends?

(Cut to Discord, standing under a freshly overcast sky and unfurling his upside-down, meowing umbrella after collapsing the entire maze into the ground.)

Discord: Looks like we might be due for a big old storm of chaos.

(Lightning tears through the sky as he laughs triumphantly. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to Discord laughing and falling all over himself before a confounded Twilight. Zoom in on her, ears drooping and face ready to hit the floor; Pinkie pops up in front to address the camera very sourly.)

Pinkie: And what are you laughing at?

Discord: (wiping a tear from one eye) Oh, you ponies are just the most fun I’ve had in eons! (She gets in his face.)

Pinkie: Well, quit it! (poking him with a hoof) You’d better think before you laugh at the Pink…ie Pie!

(Cut to a close-up of her and pan slightly to one side; Applejack, Fluttershy, and Rarity are behind her, the last still guarding the boulder she thinks is a diamond.)

Fluttershy: Oh, yeah? Well, ha, ha! (Pinkie zips over to her.)

Pinkie: Quit it!

Fluttershy: No. Ha, ha!

Pinkie: (covering her ears) QUIT IT!!

Fluttershy: No. Ha-ha-ha, ha, ha!

(Pan away from them during this taunt to frame Rarity; Applejack sidles out from behind the boulder.)

Applejack: Uh, Rarity? (Rarity wheels to face her.) This here diamond of yours? (tracing along its surface) Twilight said we should split it six ways since we, uh, found it together.

Rarity: (hitting her with a flying kick) Hai-yah! Try it, punk! He’s mine! All mine!

(She throws herself at the dishonest pony, forcing her to back up past Twilight before a flurry of strikes.)

Twilight: Girls, why are you all acting like this? (She moves to Fluttershy and Pinkie.) We need to stick together! (Next four lines overlap with her words.)

Pinkie: (under previous) Quit it!

Fluttershy: Ha.

Pinkie: Would you just STOP IT!

Fluttershy: Ha, ha, ha. Hah.

(Zoom in on the violet unicorn as Discord’s chuckle is heard from o.s., then pan to him on the start of the next line. He is now sitting in a row of movie theater seats and has a box of popcorn.)

Discord: It’s just too entertaining. (He eats.)

Twilight: Stop it, Discord! You’re not playing fair!

Discord: I’m not playing fair? Perhaps we haven’t met. (He stands up.) I’m Discord. Spirit of chaos and disharmony? (leaning into her face) Hel-looo? (He backs off.)

Twilight: How are we supposed to find the Elements of Harmony when you took away the labyrinth before we could get to the end?!?

(Back to him on the end of this; he has sat down again and is examining the claws on his lion foreleg. Her query brings a slightly surprised look.)

Discord: Oh, wait. Did you… (guffawing) How funny! You thought the Elements were in the labyrinth?

(He disappears with a flash. Cut to the open Canterlot Tower doorway, where ghostly images of himself and Twilight appear, and zoom out. The “real” ponies and their ruler are watching Discord’s stained-glass form in the windows, as seen in an overhead shot in Part One, Act Two.)

Window Discord:        Twists and turns are my master plan,

(Back to Ghost Twilight, dumbfounded; he continues o.s.)

                        Then find the Elements back where you began.

(Tilt up to Ghost Discord’s smirking face on the end of this. Another flash, and the pair have returned from this flashback to the present time. The seats and popcorn are gone, and Discord leans down to his adversary.)

Discord: I never said they were in the labyrinth. (He backs off.)

Twilight: But—but—

Discord: (walking away) Keep trying, Twilight Sparkle. (mockingly) Maybe the magic of friendship can help you. (normal tone) Now if you’ll excuse me, I have some chaos to wreak.

(A snap takes him away from the barren earth that used to be the hedge maze and brings in a blanket of thundering pink cotton-candy clouds. Right on cue comes the chocolate-milk rain, which does not please Pinkie in the slightest when she stands up to take notice.)

Pinkie: Chocolate milk? I hate chocolate milk!

(The perplexed unicorn lets off a frustrated groan as Rarity starts to lug her “diamond” away.)

Twilight: (tapping forehead with hoof) Think, Twilight, think! “Find the Elements back where you began.” (Applejack jumps on the boulder.) “Back where you began”…

Rarity: (to Applejack) Don’t touch my gem! (Fluttershy flies over.)

Fluttershy: (to Rarity, touching it) I’m touching your gem, Rarity! Ha, ha! (Pinkie slides up.)

Pinkie: (to all three) What you laughing at?!

Twilight: (groaning loudly) I just want to go home! (Pause.) Wait a minute! (Brainstorm.) Home! “Back where you began”! The Elements must be in…

(Quick pan to a long shot of…)

Twilight: (from o.s.) …Ponyville!

(Which is now in a state that would make Salvador Dali swear off anything stronger than orange juice. Trees and buildings on floating midair islands; the town square pavilion completely uprooted and hovering upside down; bright pink water in the stream at the border; separate pastel blue and pink checkerboard patterns covering different stretches of ground; houses plunked on crazy-quilt hills; clouds over the whole town, but only one section getting rained on; a faded lime-green sky.)

(Cut to Twilight, on the road for home weird home and leading four reluctant traveling companions. Things are normal here, and the sky is clear.)

Twilight: Come on, girls! (trotting ahead) I’m certain this is what Discord’s riddle really meant! If we get back to the library, I have a book that I just know can give us a clue!

(She is immediately trampled silly by a stampede of the rabbits who grew their legs out far too long after eating the giant apples in Part One, Act One. Fluttershy’s pet Angel leads the charge.)

Fluttershy: Good boy, Angel! Mama’s so proud.

(Three things happen in short order, the sun sets, the moon rises, and the road turns into some bubbly goop.)

Applejack: (sarcastically) Wow, I can see so much better now. (trying to walk, but skidding instead) Whoa!

(She takes down the other three corrupted ponies, who are standing in one line amid the slop, and slides to a stop near Twilight.)

Applejack: Uh—I meant to do that.

Twilight: (standing, but losing traction and falling again) Wha—? Eww…whoa!

(As she starts to peel herself up from the roadbed, the sun quickly rises to illuminate the situation fully for both her benefit and the viewer’s. Zoom out on the next line; the sky has gone green here as well.)

Twilight: Discord’s turned our dirt roads into soap! (He skates past on his hind legs.)

Discord: Beautiful, isn’t it? (He stops and gestures toward the town.) This is the new and improved Ponyville, and these are only my first changes.

(Now the vexed unicorn is upright again, just in time to watch Pinkie glide past with ease.)

Pinkie: This may look like fun, but it’s not!

(Loud groan from Twilight; Discord’s lion foreleg pops up from behind her to drape over her back. His head emerges next to hers, and the rest of his body quickly materializes to lift her clear of the ground. Blue sky here.)

Discord: Picture it—the chaos capital of the world!

(He holds her out at arm’s length while the sun and moon quickly trade places. Twilight squints ahead.)

Twilight: I can’t picture anything. It’s too dark. (He drops her back into the soap.)

Discord: Well, wait a few minutes and you’ll see it in the beautiful light of day—or not.

(He leaps nimbly over her and disappears in midair; now she gets up again. Cut from her to a long shot of the flipped-out town proper and back as she continues.)

Twilight: Ponyville, the chaos capital of the world? Not if I have anything to say about it!

Fluttershy: (skating past) Don’t worry. You won’t.

(Her nasty giggle is followed by a fresh groan from Twilight. Dissolve to the exterior of the library as its resident leads the other four toward the front door. The lights in the windows go out when the moon sets and the sun rises in a blue sky.)

Twilight: (wearily) Okay, we’re here. Everyone please, please, please just go inside, please? (Now the sky has gone green again.)

Applejack: (trotting in) I absolutely refuse.

Fluttershy: (flying after her) With pleasure. (She tramples a flowerbed before going in.)

Pinkie: (trotting in) I hate libraries!

(As each one enters, the faded remains of her color vanish from the head down to leave her in grayscale. The one properly tinted pony groans to herself, then looks back to see Rarity trying to bulldoze her stone toward the door with no luck. Twilight turns back to her.)

Twilight: Pleeeeease? We gotta hurry!

Rarity: (sweating from the effort) Forget it, Twilight. I know what you’re up to. The second I go in, you’ll have your little minion Spike come and take Tom!

Twilight: (bewildered) Tom?

Rarity: Well, it’s not going to work!

(She strokes Tom—the boulder, that is—lovingly as her own color drains out; Twilight tries to cook up a really crushing response but comes up empty.)

Twilight: (dryly) You’re not going in without him, are you?

Rarity: (shaking head) Mmm-mmm! (Twilight hoists it on her back with a groan.)

Twilight: Fine!

(She lugs the burden toward the door, Rarity following. Cut to inside the reading room, the camera positioned somewhat above the entrance, and pan/tilt down to the sound of snoring. Spike is asleep on the floor at the opposite side, holding a mop and lying near a bucket of water—a short break from cleaning up the place. In close-up, a pair of gray hooves grabs the bucket and dumps the contents over his head, startling him awake; he shakes himself dry and glares upward. Cut to the culprit—Fluttershy, hovering near the ceiling with the bucket.)

Spike: (from o.s.) What’d you do that for, Fluttershy?

Fluttershy: ’Cause you just looked so peaceful. (Back to him, wringing out his tail.)

Spike: I…uh…huh?

(Comes now a great crash from o.s. Pan back to the door—or what remains of it—where Tom has just made his entrance by being plowed through the wall. All but Applejack are gathered around.)

Rarity: Careful, Twilight! You’ll ruin his beautiful finish.

Twilight: Oh, for the love of— (Spike crosses to her.)

Spike: Twilight, what’s going on? Why’s everybody look so…

(Quick pan to the four sullen monochrome ponies. The rock had hidden Applejack from view in the previous shot.)

Spike: (from o.s.) …gray? (Back to the pair.)

Twilight: Don’t ask. (ducking head low, scooping him onto her back) I need you to help me find something.

(She enters the reading room; now Fluttershy is airborne with the bucket again.)

Fluttershy: Hey, Twilight. What’s soaking wet and clueless? (Ground level; Spike off Twilight’s back.)

Twilight: Fluttershy, I’ve had just about enough—

(The little dragon dives away just before a fresh bolt of water comes down on the streaked dark blue mane and tail, leaving a soaked curtain of hair over her eyes.)

Fluttershy: Your face! (She slams the bucket onto Twilight’s head.)

Spike: What’s happened to everypony? (Applejack passes behind him.)

Applejack: I guess you just bring out the worst in us, Spike. (Twilight groans and moves to the shelves; the bucket is gone and she is dry.)

Twilight: No time to explain. We’ve got to find the reference guide to the Elements of Harmony before somepony does something she’ll regret!

(The last five words are directed toward the others and delivered through gritted teeth.)

Spike: The Elements of Harmony? (eyes pop; zipping away) Oh! I know exactly where that book is!

(It takes the number-one assistant almost no time to climb the ladder and pull the needed volume—the same one that Twilight consulted in “Elements of Harmony.”)

Spike: Found it!

(A scroll is flung into view, knocking it from his hands; zoom out slightly as a hovering Fluttershy makes the catch.)

Fluttershy: Ha!

Twilight: (menacingly) Fluttershy, you better give me that book!

Fluttershy: Keep away! (She throws it; cut to Applejack, who balances it on her nose.)

Twilight: (from o.s.) Hey! (rushing over) Applejack, gimme that book!

Applejack: I don’t have any book.

(She heaves it over to Pinkie, who catches it on her rump and flips it away.)

Twilight: Pinkie! (Fluttershy gets it again; Twilight leaps.) You guys! (It goes back to Applejack.) Stop it right now!

(On the end of this, pass back to Pinkie, who aims it back up to Fluttershy; this time, though, Spike lays a flying tackle on the intended receiver and the book ends up sliding across the floor. Twilight races to it, but before she can get a hoof in play, it is levitated off the floor and plowed away by the charging Rarity.)

Rarity: Mine!

Twilight: Hey! Do you even know what you just stole?

Rarity: (galloping across) No, but if you want it, I want it!

(The supremely annoyed unicorn dives for the book, misses, and comes up with a sore head and a rising scream that is only slightly stifled by her gritted teeth.)

Twilight: GIVE ME THAT BOOK!!

(Rarity pays no mind, floating it along as she continues her dash and knocking the horse-head bust off the center table. Twilight leaps over it as she gives chase; here comes Fluttershy to airlift the grayed-out thief into the clear and let her pursuer smash headlong into the rock.)

Twilight: (woozily) Where is she? (She shakes her head clear.) Where’s Rarity?

Applejack: Beats me. (Twilight jumps her.)

Twilight: LIES!!

(These two, along with Pinkie, get into a knock-down drag-out brawl that rapidly throws up enough dust to fill the screen. As heads and body parts emerge from odd angles, Twilight hurls herself free and hits the floor with the book in a death grip. Cut to her perspective of Fluttershy and Pinkie, closing in.)

Twilight: Get back! (Back to her.) All of you! (Spike rushes up to defend her with a scroll.) This is my book, and I’m gonna READ IT!!

(With the stolid baby dragon standing guard, the camera shifts to a head-on view and she magically opens the volume. A few quick page turns bring a pop-eyed gasp; cut to a close-up of the book, which has had its pages hollowed out to provide space for…)

Twilight: (from o.s.) The Elements!

(They are all here—the five gold necklaces and the tiara that the group acquired during their confrontation with Nightmare Moon twenty-six episodes ago. Snap to black.)

Act Two

(Opening shot: fade in to Twilight regarding the Elements in their hiding place.)

Twilight: The Elements! They were here all along! (Spike runs over.)

Spike: This is great! (as she magically closes it) Now you guys can defeat Discord and put everything back to normal!

(She runs to the center of the room, while Spike carries the book.)

Twilight: See, girls? We did it! We found the Elements of Harmony, together!

(On this last word, cut to the other four. Applejack yawns while reclining on the overturned horse-head bust; Fluttershy hovers sullenly overhead; a bored Pinkie leans against Tom; Rarity runs a cloth over the surface. Twilight moves a bit closer to them.)

Twilight: You don’t even care, do you?

Applejack, Fluttershy, Pinkie, Rarity: No.

Twilight: (sighing sadly) I never thought it would happen. My friends… (with sudden anger) …have turned into complete jerks!

(In time with the next line, she telekinetically slaps four necklaces onto their owners and then floats the tiara onto her own head.)

Twilight: Necklace…necklace…necklace…necklace…and…big crown thingie! (Zoom out to frame all five.) Come on, everypony, let’s go! (She trots resolutely ahead; Spike catches up.)

Spike: But, Twilight, aren’t you missing somepony?

Twilight: Nope. (She stops.) We got the liar, the grump, the hoarder, and the brute.

(Cut to Applejack on “the liar” and pan to Pinkie, Rarity, and Fluttershy in turn, then cut back to Spike.)

Twilight: (from o.s.) That just about covers it!

Spike: But what about Rainbow Dash? (Cut to frame both; an idea hits her.)

Twilight: (hastily) Congratulations, Spike. You’re the new Rainbow Dash. (Last necklace lands around his throat.) Now let’s go! (She gallops across the room.)

Spike: Me?! (running after her) B-b-but what if she finds out I’ve been impersonating her? Ugh…that won’t end well.

Twilight: Too bad. You’re Rainbow Dash. (trotting away) Now let’s go defeat Discord so we don’t ever have to talk to each other again! (The other four gallop by, trampling him.)

Applejack, Fluttershy, Pinkie: Yeah! Woo-hoo!

(The avaricious unicorn is last to cross the floor, pushing Tom along with her head. Twilight zips around behind her.)

Twilight: Move!

(She hits the boulder with her magic; cut to outside the library.)

Twilight: (from inside) Look out! Here comes Tom!

(Straight through the hanging-lantern window and down to the blue checked ground. She steps out to where the railing used to be as Rarity peeks around the former front doorframe. On the start of the next line, zoom out to frame Discord hovering and watching from a short distance. The smug mockery of his tone and manner is that of a foe who still has the upper hand and knows it because he stacked the deck.)

Discord: Well, well, well, I see you’ve found the Elements of Harmony. (Cut to Applejack and Pinkie; he continues o.s.) How terrifying! (To Twilight.)

Twilight: Discord! I’ve figured out your lame riddle! You’re in for it now! (He drops to the ground.)

Discord: I certainly am. You’ve clearly out-dueled me, and now it’s time to meet my fate.

(He conjures up a pair of sunglasses and puts them on as he finishes this line.)

Discord: I’m prepared to be defeated now, ladies. Fire when ready. (He wipes a bullseye onto his midsection. Back to Twilight.)

Twilight: Formation! Now! (The other four ponies trudge up behind her.)

Applejack, Fluttershy, Pinkie, Rarity: Eh.

Twilight: (addressing herself o.s.) Rainbow Dash, get over here!

(Cut to the rock during this line; the pegasus’ stand-in peeks out with a loud, scared gulp and hurries over.)

Twilight: All right. Let’s get this over with!

(Cut to a slow pan across the equine quintet; all eyes squeeze shut and the six-pointed star jewel atop Twilight’s tiara begins to glow. She rises into the air, her eyes blazing white as they did when the magic manifested itself through her against Nightmare. One by one, her Element and those of the other four ponies throw off brilliant white auras, the wearers floating clear of the ground. Discord lowers his shades briefly in surprise, there is one last flash—and then the power is gone. The five Element wielders thud to the ground next to Spike, who never left it; Twilight is first to sit up on her haunches.)

Twilight: What’s going on? (Applejack sits up.)

Applejack: Mine’s workin’. There must be somethin’ wrong with yours.

(Cut to Pinkie, now up all the way; Fluttershy floats down to her, holding her own necklace in one hoof.)

Pinkie: I hate the Elements of Harmony! (Fluttershy throws hers aside.)

Fluttershy: Huh! Garbage! (Rarity scoops it up…)

Rarity: MINE!! (…and zips away. Spike has now taken “his” off.)

Spike: (to Twilight) Sorry, Twilight. (laying it down, running off) I guess I better get back upstairs and clean up the library. Good luck with all this—

(The sentence comes to an abrupt end as he meets the ground face first, thanks to Fluttershy floating down and tripping him with her tail. The hit leaves him dazed for a second.)

Fluttershy: Oops. Sorry, Rainbow Crash. (Venomous giggle.)

Discord: (crossing to them, applauding; shades/target gone) Bravo, ponies, bravo! Harmony in Equestria is officially dead. Discord rules, Celestia drools.

(He puts a talon to her nose; cut to a close-up as he laughs from o.s. while she grimaces as if he has just hurled a bucket of manure onto her. Now he skates away along the soapy road, doing a jump and midair twirl and chortling throughout. Back to Twilight and Pinkie; the latter addresses herself straight ahead.)

Pinkie: It’s your fault it didn’t work!

Twilight: Who are you talking to? (Zoom out to frame all five.)

Pinkie: Any of you! (hopping away) All of you! I’m outta here! (Applejack follows.)

Applejack: I better go too. I got new, better friends waitin’ for me at the farm!  

(Cut to Rarity, who starts to push Tom away, and zoom out to frame Twilight nearby. Fluttershy is no longer here.)

Fluttershy: (from o.s.) Yeah. (swooping away past Twilight) I’m sick of you losers.

Twilight: Fine! Leave! See if I care! I don’t need you guys either! With friends like you, who needs… (dejectedly, hanging head low) …enemies.

(Now, after so much time staving off the corruption that laid her friends low, it takes root in her own mind. Her color fades to gray, starting from the tail/hind legs and working forward; only the jeweled tiara on her head retains its original hue. One tear falls from her closed eye, the camera zooming in as it splashes on the ground to form a heart that splits in two.)

(Dissolve to the faithful, finally beaten student trudging back to home base through the surreal lunacy that Ponyville has become. Long-legged bunnies stampede past; three tutu-clad buffalo dance by; a stallion gallops upside-down along the top edge of the frame, then down the left edge and out of view; pies float up from nowhere; a googly-eyed mare flicks her bottom lip with a hoof while floating by with help from the propeller beanie she wears. On top of all this, Twilight’s very own personal pink cloud floats overhead to shower her with chocolate milk. Discord winks into view, laughing like an idiot, but Twilight just keeps plodding on.)

Discord: Oh, my stomach! (Vanish; reappear next to her.) Twilight, you’ve got to see what I just did!

(During this last, he runs past her, body parallel to the ground, and stops with his tail end in view—only now his head has moved to this end. Cut to Berry Punch, who has had the bad fortune to find herself directly underneath a giant pepper shaker. The downpour of flakes soon causes her to sneeze, whereupon all the buildings around her fall over as if they were scenery flats. Back to the crazed joker.)

Discord: (guffawing) It’s priceless!

(Zoom out slightly; he eyes Twilight with some worry, then winks away from her side to reappear in front of her so that she has to stop.)

Discord: Come now, Twilight Sparkle. (He gathers the cloud on a paper cotton-candy cone.) You’ve got to get into the spirit of things. (Big bite.) After all, this is your new home.

(Cut to the glum unicorn on the end of this. She looks over her shoulder, taking in the full view of this madness, and lets her head drop.)

Twilight: (softly) Not anymore. (She walks off.)

Discord: YES!!

(He lets off a nasty, triumphant laugh and floats off the ground, and she slowly makes her way to the smashed front door of the library while the day quick-changes into night. Cut to inside, the camera pointing out her bedroom window; a door closes o.s. and she walks into view.)

Twilight: (no-nonsense) Pack your things, Spike. We’re leaving.

(A cut to floor level in the loft frames the baby dragon curled up on the rug, with the edge of a pile of scrolls visible to one side. He can only manage a weak little moan. During the next line, Twilight levitates a suitcase onto the bed and opens it.)

Twilight: And don’t ask where we’re going, ’cause…I don’t know yet. (She floats her tiara off and brings a couple of books over.) Just not here.

(Close-up of a trash can as the accessory clatters into it, then pan to Spike.)

Spike: (twitching badly) Can’t…move! The Princess…has been sending these… (Zoom out to frame Twilight and the scrolls.) …since I came back upstairs!

(He belches up a fresh scroll while she levitates one of the many others for a closer read.)

Spike: (sobbing) Make it stop! (Cut to the pile; another is lifted away.)

Twilight: (from o.s., wonderingly) These are all the letters I’ve written to the Princess since I’ve lived in Ponyville.

(Back to her; this one joins two others that have already been opened.)

Twilight: But why would she send them back?

(One scaly violet hand reaches into view, accompanied by another queasy moan and a burp of green fire that washes across the screen. When it clears, Twilight stands against a black field and begins to read, her voice echoing slightly in the stillness. What follows are the most prominent of several overlapping excerpts.)

Twilight: “Real friends don’t care what your cover is. Friendship is a wondrous and powerful thing…And like the path cut through the orchard, there’ll always be a way through. The best thing to do is to stay true to yourself…Everypony everywhere has a special magical connection with her friends, maybe even before she’s met them.”

(As she reads, the view dissolves to frame her from different angles and images from her memory play out behind her: the six ponies enjoying their herbal bath at the end of “Bridle Gossip”…hauling home cartloads of gems during “A Dog and Pony Show”…their group hug at the end of “The Cutie Mark Chronicles.” Slowly but surely, her natural color begins to restore itself, spreading from her tail and hooves to cover all of her, and she finally smiles in close-up as the bedroom fades into view behind her.)

Twilight: Spike…Spike, it’s all so clear! (She levitates the groaning dragon up for a hug.) Can’t you see? (jumping, floating him in a circle) Discord’s trying to distract us from what’s important! He knows how powerful our friendships are—

(Close-up of Spike, whose nausea has him ready to barf up breakfast from a week ago.)

Twilight: (from o.s.) —and he’s trying to keep us from seeing it! (Back to her; she hugs him again.) Do you remember what I said the first day we arrived in Ponyville? I told you that the future of Equestria didn’t rest on me making friends. (She tosses him aside.) But the opposite is true! The friendships I’ve made since I’ve been here are what saved Equestria from Nightmare Moon. (levitating him into his basket) And now they need to save it from Discord!

(His only response is a barely audible moan. Back to her.)

Twilight: You’re right, Spike. I’ve got to fight for my friendships. (Zoom in.) For them! (Again.) For me! (Zoom out.) For Equestria!

(She dials down the fire a bit upon finally taking notice of her severely ill assistant.)

Twilight: Oh…uh… (walking to stairs) …why don’t you just stay here and rest? I’ll take care of the whole “fighting for friendship” thing myself.

(Spike’s woozy rest is interrupted by yet another flaming belch after she zips away. Fade to black.)

Act Three

(Opening shot: fade in to Sweet Apple Acres. A herd of fat, happy pigs flies across the screen, over farmland that has gone two different shades of green in the areas that are not done out in pink checks. In one cornfield, a faded Big Macintosh tunnels into the dirt like an overly enthusiastic dog digging to bury a bone, then pops up with his tongue hanging out and a cornstalk balanced on his head. Pan to the barn; an equally washed-out Granny Smith does a high-speed tap dance on her hind legs, needing no help from the cane she carries, and Applejack reclines against the wall. She has an apple core balanced on one hoof and makes as if to take a bite—but when she does, a hunk of apple reappears on the core. Discord’s corrupting influence has made the stallion forget his species, the matriarch her arthritis, and the farming mare the normal flow of time and causality. The last is not wearing her necklace; this will be true of each of the other corrupted ponies when they are seen next.)

Applejack: (tossing apple away) And so I tried to defeat Discord, but none of my so-called friends would lift a hoof to help me.

Twilight: (from o.s.) Applejack! (Surprise; cut to her at the gate.) I’m here to fight for our friendship!

(The dramatic moment is ruined when Macintosh pops up out of the dirt to give her face a big friendly lick, then drops out of sight again.)

Applejack: Oh, now you want to fight. (standing on hind legs, throwing punches) Where were you when I was battlin’ Discord? (Twilight tackles her.)

Twilight: Snap out of it! (She pins Applejack, face up.) This isn’t you! You’re not a liar!

(Fire up the horn. Touch it to the colorless workhorse’s forehead as the camera zooms in to an extreme close-up of her eye, which opens wide. As soon as her pupil fills the screen, the view flashes to a series of scenes from past episodes, all in soft focus and darkened around the edges as if they were old, worn color photographs. Applejack offers apple juice to the other five ponies after their help with the harvest in “Applebuck Season”…Twilight’s five new friends welcome her to Ponyville at the end of “Elements of Harmony”…Applejack holds Twilight at the edge of the cliff earlier in this same episode…she, Fluttershy, Pinkie, and Rainbow Dash celebrate the successful beginning of spring in “Winter Wrap Up”…she and Twilight trade a high five, having sorted out the plant team during that episode’s snow cleanup effort…she and Rainbow gallop side by side under a shower of falling leaves in “Fall Weather Friends.”)

(Fade to white, which resolves into an extreme close-up of Applejack’s pupil before the camera zooms out to frame her wincing face. Normal color washes over her from the hat down, and she stands up rubbing her head.)

Applejack: Wh… (Hard head shake.) …what happened? (Cut to Twilight, then to both as she continues.) Twilight! Oh, I saw a vision of us feudin’ and fightin’.

(Back to Twilight, who smiles in gentle understanding.)

Applejack: (from o.s.) I couldn’t face the truth, so I started tellin’ lies. (Back to her; she removes her hat.) Can you ever forgive me?

Twilight: I already have. (galloping off) Come on!

(The restored blond pony allows herself a fierce smile and follows, donning her hat. Wipe to a close-up of the uncooperative Fluttershy’s face; Twilight puts her horn to the gray forehead as the latter struggles on the floor of her own cottage. The magic quickly takes effect, turning her back to yellow and pink as the camera zooms out. Applejack is here as well, having hogtied the pegasus and with the rope’s free end in her teeth.)

Fluttershy: Oh, no! Twilight! Applejack! I just had the worst dream!

(Twilight smiles at her slightly bemused co-conspirator. Wipe to the exterior of the Carousel Boutique, whose roof—amazingly enough—is an exact match for the pink checkerboard hills that now surround it, and zoom in.)

Rarity: (from inside) What do you think you’re doing? Get away from my gem! Get away!

(On the second half of this, Twilight’s horn is heard kicking into gear and its glow spills from the ground-floor windows. There is a long pause once these die away, followed by the front door swinging open so the proprietor—now restored to her original splendor—can push Tom the boulder out of the place. Once it begins to roll downhill on its own, she turns to address the other three over her shoulder; Fluttershy is untied and back upright.)

Rarity: Let us never speak of this again.

(Wipe to the four on the move through Ponyville proper. Applejack, at the back of the group, is hitched up in a cart harness; a burst of giggling from the o.s. Pinkie, and she is towed into view, riding in the cart and tinted true to her name.)

Pinkie: (between giggles) Oh, and I…I turned gray! Can you believe it?

(Wipe to an open window of Rainbow’s cloud house. Fluttershy hovers here for a good hard look inside, then pulls her head back out. The sky here is its normal blue.)

Fluttershy: Huh…she’s not here!

(Cut to the other four, looking up from the ground, and zoom out as she lands on the next line. The landscape here is also normal.)

Twilight: Without Rainbow Dash, we can’t use the Elements! (Close-up of her and Applejack.)

Applejack: She could be anywhere by now! We’re never gonna find her.

Pinkie: (from o.s.) Yeah, we will— (Cut to frame her in the foreground.) —’cause she’s right there!

(She points into the sky on this last word. Cut to behind her; she has spotted a small cloud on which a totally grayed-out Rainbow is taking it easy, her back to the camera.)

Twilight: (from o.s.) Rainbow Dash! (Zoom in.)

Rainbow: (bored, not turning around) Hey, guys. (Cut to the others.)

Twilight: We’ve been looking everywhere for you!

Rainbow: That’s nice.

Twilight: Discord’s still on the loose! We need you to help us defeat him with your Element—loyalty!

Rainbow: Pfft. Loyalty, schmoyalty. (rolling over to face them) Have you guys seen Ponyville? It’s a disaster! I’m staying here in Cloudsdale where everything’s awesome.

(She delivers the last word in a singsong tone while flipping onto her back.)

Rarity: How in Equestria can she think that tiny patch of clouds is Cloudsdale?

Applejack: (smirking) The same way he got you to think that cheap rock was a bona-fide diamond. (Rarity’s eyes pop.)

Rarity: (under her breath) I thought we agreed never to speak of that again.

Twilight: Time for Plan B.

(Dissolve to the indolent pegasus, now asleep on her cloud and snoring mightily. Behind her, the hot-air balloon that has proven so useful to the group in the past floats up into view. Applejack is riding on top of it; Twilight, Pinkie, and Rarity in the basket; Fluttershy flying separately and checking to make sure Rainbow is not faking. She then flies up to the balloon, which has stopped a short distance above.)

Twilight: (whispering) Okay, Fluttershy. You grab Rainbow Dash and hold her down. (A rope end tied in a loop is lowered to her.) Applejack will lower me down from this rope so I can cast the memory spell on her.

(During the second half of this line, cut briefly to Applejack, who waves vigorously while holding the other end of this rope, then back to her.)

Fluttershy: (saluting) Got it!

(She drops into a fast dive and brakes to a stop alongside the cloud, her whole body tensed for a pounce onto the sleeper. Just as quickly, she relaxes and prods Rainbow gently.)

Fluttershy: Um, I’m just wondering if it’s okay if I hold you down against your will for a little bit?

(Realizing that her friend’s timid nature has come back at the worst possible moment, Twilight groans and claps a hoof to her forehead while Rarity rolls her eyes. The query does, however, bring Rainbow out of her nap in a hurry; she lets off a disdainful little snort.)

Rainbow: Nice try! Ponyville’s your problem, not mine.

(She drops back onto her cloud, wrapping all four legs around it, and zooms away in a gray/white blur. Cut to the perplexed Fluttershy as a doubled-up rope is dropped to her.)

Twilight: (from o.s.) Come on, Fluttershy! (Cut to her, one end tied to each hoof.) We gotta catch her!

(The yellow flyer clamps her teeth around the rope and gets her wings going, but it soon becomes clear that she is trying to fly above her weight class.)

Twilight: (snapping rope reins) Hyah!

(With plenty of room to spare, Rainbow pulls a vertical turn and rockets back past the balloon, then zips in other directions. Twilight now throws the end of another rope upward.)

Twilight: Applejack!

(The workhorse catches the coiled end in her teeth and starts to twirl it as a lasso while Rainbow flashes past. Her throw is dead on target, the loop cinching around both the fugitive and her cloud, but a close-up of Rarity and Pinkie reveals a minor technical hitch. Namely: the remaining length is not tied off to anything, but each has her rear hooves within its loops. In an instant, the slack is gone and both ponies are yanked screaming out of the basket, lashed together by their hind legs.)

Rarity: Pinkie! You were supposed to secure the rope!

Pinkie: (sheepishly) Oops.

(Their combined weight drags Rainbow off the cloud, leaving the lasso tied around only her.)

Applejack: Rarity, Pinkie, hold on! Y’all are slowin’ her down!

Rarity: Oh, Fluttershy, would you be a dear and fly faster, please?!?

Fluttershy: (shuddering, eyes streaming) I can’t! (Cut to Twilight.)

Twilight: If you can’t catch her, Discord wins!

(Back to Fluttershy on these last two words; the meaning of Twilight’s statement hits her like a feedbag filled with lead shot, and the blue-green eyes narrow in fury.)

Fluttershy: That big…dumb…MEANIE!!

(After the briefest pause, she hits the gas so hard that the rope in her teeth nearly rips Twilight’s forelegs out of their sockets. The latter gets a fresh one ready as the gap begins to close.)

Twilight: Okay, Applejack! Last rope! Make it count!

(Toss up; catch in teeth; twirl; throw the lasso—and it too hits its mark on Rainbow’s midsection. The monochrome escapee finds herself stopped dead from the tension on both ropes, and Fluttershy starts to bring the balloon down to earth. Rainbow’s struggles to drag herself back up are for naught. Dissolve to her in a clearing under a yellow-green afternoon sky. Twilight approaches as she bucks and pulls against the four ropes tied around her, held one in each of the other ponies’ teeth.)

Rainbow: Let me go! I don’t need you guys! (Cut to the smiling unicorn; she continues o.s.) Leave me alone!

(Twilight just warms up her horn and puts it to Rainbow’s forehead as the latter scowls and snorts out steam. The screen flashes white for a moment, then clears to show the vivid colors returning to her mane/tail and body. Now fully restored to her usual self, she rubs her head woozily.)

Rainbow: Wh…what happened? (She snaps to, suddenly panicked; the ropes come free.) How’s Ponyville? (zipping to Pinkie) Where are the Elements? (She tackles Applejack, knocking her hat off.) Did we stop Discord?

(The four upright ponies gather around them with a chorus of laughs and cheers, but the sight of the three ballet-dancing buffalo from Act Two put a damper on the festivities. The camera angle now reveals that the balloon is parked nearby.)

Twilight: Maybe it’s a little early for a group hug.

(Dissolve to a bizarro stretch of Ponyville, now under a violet sky in early evening. Long-legged rabbits stampede past a house built of giant playing cards and the buffalo dance by again. Discord sits on a horned throne atop a hill in the distance; cut to him as pies tumble down from the sky. As if on cue to his crazed laugh, a small, raining cotton-candy cloud zips up; he conjures a glass out of nothing and holds it underneath to fill with chocolate milk. The action is normal enough, except for the fact that the glass fills from the top down rather than the bottom up. Now the cloud moves away.)

Discord: Chaos is a wonderful, wonderful thing. (He gets ready to drink.)

Twilight: (from o.s.) Not as wonderful…

(Cut to just behind the throne, the camera aimed at the six approaching mares—four on the ground, two in the air—and zoom in as she finishes. They are wearing their jewelry and ready to throw down; Applejack has her hat back where it belongs.)

Twilight: …as friendship!

Discord: (groaning loudly) This again?

(He drinks—also a normal action, except that the milk retains its cylindrical shape and the glass disappears as if draining down his throat. The chunk of milk is thrown back over his shoulder, exploding after it lands somewhere o.s.)

Applejack: That’s right! You couldn’t break apart our friendship for long! (Discord lifts a glowing lion-paw digit.)

Discord: Oh, Applejack, don’t lie to me.

(Cut back to her during this; his power drags her ahead by the necklace she wears and hoists her up for a face-to-face chat.)

Discord: I’m the one who made you a liar.

(Lifting his eagle forearm, he gives all the others but Twilight a dose of the same to leave her standing alone.)

Discord: Will you ever learn?

(The supremely exasperated unicorn teleports herself to the center of the midair ring formed by the other five. Her next move catches the unbalanced tyrant completely off guard: a spherical pink force field that encloses all six, breaking his grip, and floats them gently down to ground level. The field flexes slightly like an inflated rubber ball, and its lower portion flattens out upon making contact with the ground. This patch turns from blue checkerboard to ordinary green grass as the energy dissipates and they touch down or hover within its perimeter.)

(Cut to Discord’s slightly puzzled—but still amused—face.)

Twilight: (from o.s.) I’ll tell you what we’ve learned, Discord. (Back to them, stepping/flying forward.) We’ve learned that friendship isn’t always easy, but there’s no doubt it’s worth fighting for! (He leans down to them.)

Discord: Ooh, gag! Fine, go ahead, try and use your little Elements, “frenemies.” Just make it quick.

(A flash takes him back to his throne, where the flying pigs from Sweet Apple Acres are passing.)

Discord: I’m missing some excellent chaos here.

(Head-on view of Twilight, Applejack, and Rarity, with Fluttershy and Rainbow hovering down to them on the next line.)

Twilight: All right, ladies. Let’s show him what friendship can do!

Pinkie: (from o.s.) Wait, wait, wait!

(Surprise all around; quick pan to her, standing under a raining pink cloud with mouth open to catch the sweet brown stuff. Her happy little gargle draws five confused/embarrassed/fed-up stares, but she quickly joins the squad with a fierce snarl, her face and mane now clean. Pink light spreads outward from Twilight’s tiara to encompass the others, who actually mean business this time, but Discord’s only reaction is a bored yawn. Now, though, the cutie-mark jewels begin to throw off their own radiation, followed by beams that fly past Discord’s head and leave him really bewildered.)

Discord: Huh. What’s this? (More shots.) No.

(Twilight’s eyes blaze white, as do those of the other five as the entire group rises into the air, and a multicolored blast wave similar to that from a Sonic Rainboom explodes outward from them. In addition, a broad rainbow shoots skyward, reaches the peak of its arc, and thunders down toward the incredulous whatever-the-heck-it-is that has turned Ponyville upside down and inside out.)

Discord: NOOOOOOOOOO!!

(As he screams, the rainbow engulfs him and he slowly freezes into solid stone, working from the tail up; his disbelieving, openmouthed face is the last to go. The rainbow splits into two copies that fold out and down to either side toward the ground, similar to the behavior of a domed stadium’s cover being opened. The hemisphere described by their movement grows in brightness until it has gone pure white; this in turn swells to fill the screen.)

(Fade in to a perfectly normal-looking stretch of Ponyville. Grass, sky, houses—everything is back as it should be, and the group descends gently to it. Discord, on the other hand, takes a rather faster and less pleasant trip down when his petrified form topples onto the grass.)

(Dissolve to a long shot of Canterlot, tilting up toward its uppermost structures, and cut to a set of closed double doors within Celestia’s palace, guarded by two pegasi. These open to admit Twilight and company, no longer wearing their gold finery, and a cut to behind them reveals that they are proceeding down the length of a packed hall, with Celestia waiting at the far end. Floor-to-ceiling stained-glass windows adorn the walls on both sides. Warm, joyful smiles pass between teacher and student, and Applejack tips a wink to the latter as she does her best to contain her own emotions. Twilight follows the general direction of her look; cut to Spike, now relieved of his stomach trouble and waving bashfully from his spot near Celestia. The young unicorn bites back a silly little grin of her own before the sovereign addresses the crowd, without a hint of the fear or urgency that affected her so badly when she sent the group out on this mission in Part One.)

Celestia: We are gathered here today to once again honor the heroism of these six friends who stood up to the villain Discord and saved Equestria from eternal chaos.

(During this line, cut to a slow pan across said friends, then back to her; after she finishes, the hall breaks out in wild cheering. While it dies down, she acknowledges their bows with a smile, then aims her horn off toward one wall and magically opens a curtain. Behind it is a new window that shows Discord transfixed in the Elements’ power. A tilt down to its base frames the ponies giving him his just deserts—a new decoration installed to commemorate their valor. Applejack, however, is not wearing her hat. A fresh round of cheering begins, and the camera cuts to the group and zooms out through the hall while confetti and streamers shower down over the scene. “Iris out” to the credits, without any intervening black screen.)

(The usual closing theme does not accompany the credits. In its place is an extended version of the majestic anthem that accompanied the window unveiling—full orchestral instrumentation, brisk 4. However it is performed in a different key from that scene: F major rather than C major, transitioning to D major at the end.)

LESSON ZERO

Written by Meghan McCarthy

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a long shot of Ponyville at daybreak. A windmill’s vanes turn lazily as the sun rises behind the mountains. Once it has almost fully emerged, dissolve to the exterior of the library.)

Twilight Sparkle: (from inside) Quill.

(Cut to Spike in her room, with a quill and scroll in hand. Another writing implement floats by under her power.)

Spike: Check.

(Follow it to her at a desk, where it settles down by two others; a stack of papers stands here as well.)

Twilight: Parchment. (Back to him; he marks off items in time.)

Spike: Check. (An inkwell floats by.)

Twilight: (from o.s.) Extra ink.

Spike: Check. (Another one.)

Twilight: (from o.s.) Extra extra ink.

Spike: (slightly bemused) Check.

(The desk again. This inkwell settles down by two others, the papers, and the quills. Zoom out to frame Twilight.)

Twilight: Is that everything on the checklist?

Spike: Yep.

Twilight: (crossing to him) Great. Now that we’ve completed the checklist of things we need to create a checklist, we can make my checklist of the things I have to get done by the end of the day. Ready?

Spike: Ready!

Twilight: (dictating; he writes) “Item one. Create checklist of the things I have to accomplish by the end of the day.”

(The baby dragon’s eyes pop and he drops to the floor with a weary groan—the boss is going overboard with this bit of work. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to the same long shot of Ponyville that began the prologue. The sky is now a clear morning blue, and the sun climbs a bit higher as the windmill turns slowly. Cut to one end of a very long scroll being dragged along a street and pan quickly ahead to frame the other in Spike’s hands; he eyes it worriedly while walking.)

Twilight: (from o.s.) How are we doing, Spike? (Cut to frame both in the busy street; they stop.)

Spike: Let’s see. We’ve already dropped off your cape at the cleaners…

(Close-up of the scroll, which he rolls ahead from one item to the next in time.)

Spike: (from o.s.) …returned the blackboard you borrowed from Cheerilee, ordered new parchment and quills from the stationery shop…

(These two items, both checked, are shown as: a blackboard chalked with an A+ and sitting by an apple, and a quill with three scrolls. After the second, zoom out slightly as Twilight walks over.)

Twilight: Hmmm…seems like we’d just placed an order for those a few days ago.

(Back to Spike, who throws a look over his shoulder at the yards of parchment stretching behind the pair.)

Spike: Can’t imagine why we go through so many of them.

Twilight: Sounds like we’re ahead of schedule. What’s next?

Spike: Cupcakes!

(Snap to black, which immediately resolves into a batch of said treats, the camera pointing up from among them as the lid of their box is opened. Unicorn and dragon both poke their heads into view. Spike eyes the frosted baked goods with an eager, shuddery moan, but Twilight’s eye is a more critical one. Cut to frame both of them at the counter inside Sugarcube Corner.)

Twilight: Uh—I only ordered twelve. (Mrs. Cake emerges from the kitchen, tray on head.)

Mrs. Cake: Oh, I know, dear, but I had an extra. (taking boxes back in) So I thought I’d make it a baker’s dozen.

[Note: A baker’s dozen consists of thirteen items rather than twelve.]

(Now Spike lets his tongue hang out with another shudder, but Twilight magically yanks him back and steps up for a closer look.)

Twilight: Oh, that was very thoughtful of you. (Mrs. Cake returns to the counter.) It’s just, some of the icing from the extra cupcake is getting all over the one next to it. (nosing box across) See?

(As the older mare leans over the box, a close-up reveals that all the cupcakes appear to be evenly iced.)

Mrs. Cake: (trying to play along) Oh…sure.

Twilight: It’s just that I’m planning on sharing these at a picnic later, and I don’t want anypony to feel like somepony else is getting more icing. (Big grin; back to Mrs. Cake.)

Mrs. Cake: Oh…no, uh, of course not.

(Behind her, a small scraper is levitated off the work counter and whisked over her shoulder toward the camera, unnerving her slightly.)

Twilight: (from o.s.) Not to worry. (Cut to her.) I’ll just move some of this one to…

(Close-up of the box; she nudges a dollop of icing away from one and divides it between two others.)

Twilight: (from o.s.) …hmmm…I think I may have scooped too much…oops, now those two have more. (Back to her.) Let’s just try this again.

(Which she proceeds to do with fierce concentration, the camera panning across the counter to the forced smile on Mrs. Cake’s face. The latter recoils slightly from the bits of flying icing; down below, Spike begins to lose his patience.)

Twilight: (from o.s.) Hmmm…no, that won’t do. Let me just… (He is hit in the face.) …hmmm, put some here… (Longer shot of the two ponies.) …then…no, that’s not right. A little more on this one, and a little bit…ah, wait…

(Close-up, zooming in slowly as her face gradually rearranges into a slightly crazed expression.)

Twilight: …I’ll just…ooh, a little bit here…and here…and…

(Close-up of the cupcakes, each of which has been stripped of all icing except a small dab in the center of its top.)

Twilight: (from o.s.) …perfect! (Tilt up to Mrs. Cake, liberally spattered.)

Mrs. Cake: (woodenly) Hmm, oh, yes, much better. (Both again; Twilight floats the lid on the box.)

Twilight: Okay! (turning away, levitating box) Time to tackle the next item on our…

(Her movement has left Spike’s icing-covered figure in full view behind her. Surprise from both ponies as she stops.)

Twilight: Oops. (Close-up of him; she continues o.s.) Looks like we’re gonna have to add “give a baby dragon a bath” to our list.

(Zoom out slightly as he lashes out his tongue, wraps it around his body, and yanks it back to set himself spinning in place. The tongue promptly cleans away every bit of icing and retracts into his mouth, and he gleefully swallows the sweet stuff as soon as he stops. Cut to outside the front door of Sugarcube Corner; Twilight walks out with Spike on her back, the box floating before them.)

Twilight: Very efficient! And a little bit gross.

(His only response is a noncommittal grunt. Wipe to her room in the library.)

Spike: (from o.s.) Looks like that’s everything.

(They and the box come into view from downstairs; he has the checklist in hand.)

Twilight: Almost everything. (He jumps off her back.)

Spike: (reading end of list) “Triple-check checklist to make sure we didn’t miss anything when we double-checked the checklist.” (marking it off) Uh, check.

(He drops the quill and scroll with a sudden groan, exposing the throbbing, inflamed wrist of his writing hand.)

Spike: I’ve been holding that quill so long— (Close-up of the hand; he continues o.s.) —I’ve got a claw cramp! (crossing to her; she levitates a cupcake) Good thing we don’t have anything to report to Princess Celestia this week. I don’t think I could write another word.

(He has bandaged his wrist in this shot, and his words throw a sudden scare into Twilight so that she lets the snack drop. Zoom in on her.)

Twilight: We haven’t sent a letter to Princess Celestia this week?

Spike: Why? Is that bad? (She leans into his face; his bandage falls off.)

Twilight: Bad? Bad? Of course it’s bad! I’m supposed to send Princess Celestia a letter every week telling her about a lesson I’ve learned about friendship! (Cut to him, then back to her as she continues.) Not every other week, not every ten days— (jabbing a hoof into his chest) —every single week! (She backs o.s.)

Spike: Huh?

(A panicked moan from the o.s. unicorn; cut to her at the desk, surrounded by scattered and levitating books.)

Twilight: Where’s my calendar, where’s my calendar? (Spike reaches in a drawer as they fly past.)

Spike: Where it always is?

(As soon as he fishes it out, it gets yanked over to a stand with enough force to carry him along. The calendar lands properly and flips open, but he crashes into the stand’s support and slides down to the floor.)

Twilight: When did we send the last one?

Spike: Last…Tuesday?

Twilight: And today is…?

(Zoom in to a close-up of a page that has a large red X on one day.)

Spike: (from o.s.) Tuesday? (She snaps upright with a cry.)

Twilight: (running up to her bedroom) Oh, no, no, no, no, no, no, no, no, no!

(Cut to outside her bedroom window during this line. She pops up at it, the camera zooming in briefly before it cuts to a view of the town. A clock’s loud ticking is heard as the sun advances a notch across the sky. It moves as if hooked into a giant set of clockworks, and the windmill’s vanes click jerkily along instead of turning smoothly as before.)

Twilight: (from o.s.) If I don’t send her a letter by sundown, I’ll be…

(Zoom out through the window and into the bedroom loft, framing her. Huge gasp.)

Twilight: …tardy!

(The background flares red behind her, but Spike instantly pushes it away as if it were a scenery flat to restore the view of the window.)

Spike: What’s that, now?

Twilight: Tar-dy, Spike. Late! (flopping onto her bed) I’ll be late! Ooh, how could I have let this happen? I’m usually so organized. (pulling blanket over herself) I’ve never been late with an assignment!

Spike: Oh, please! You’re the most studious student ever! (throwing blanket off, jumping down from loft) I’m sure the Princess’ll forgive you if you miss one little deadline.

Twilight: I’m afraid to take that chance, Spike. This is the ruler of all of Equestria we’re talking about. The pony who holds my fate in her hooves!

(She stops for breath at this point, but a sudden thought stops her from continuing this line.)

Twilight: What if she doesn’t forgive me? (Cut to Spike.)

Spike: Yeah, I don’t think she’ll— (She teleports down to get in his face.)

Twilight: (really scared) What if instead she starts thinking I’m not taking my studies on friendship seriously?

Spike: Why would she—

Twilight: (pacing) What if she makes me come back to Canterlot and puts me back in school and makes me prove I’ve been taking them seriously by giving me a test?!? (Stop; gasp.) What if I don’t pass?

Spike: But why wouldn’t you pass—

Twilight: She’s my teacher! Do you know what teachers do to students who don’t pass?

(A brief pause, during which Spike has no immediate response.)

Twilight: They send them back a grade! But she won’t just send me back a grade. She’ll send me back to… (horrified) …Magic Kindergarten!

(Zoom in quickly to a close-up of her slack, grimacing face. At the moment her eyes fill the screen, there is a white flash and the camera zooms out slowly to the sound of many young voices laughing derisively. The mortified magician is at the back of a classroom, sitting atop a far-too-small school desk on her haunches and being jeered and pointed at by all the other unicorn fillies seated at their own desks.)

(This scene stretches downward slightly, then snaps up like a window shade to expose the freaked-out, shivering Twilight sitting on the floor in the same position. Spike has brought her back to reality once again.)

Spike: Twilight… (He nudges her.) Twilight! (She snaps to.)

Twilight: Huh?

Spike: That is the most ridiculous thing I’ve ever heard! (Close-up.) You’re not gonna be sent back to Magic Kindergarten.

Twilight: (from o.s.) You’re right. I have no reason to worry. (He smiles proudly; she stands up.) Because I’m going to solve a friend’s problem and get that letter to Princess Celestia before sundown!

(This elicits a very loud groan from the number-one assistant; she leans over to him.)

Twilight: So… (rapid fire) …got any problems, troubles, conundrums, or any other sort of issues, major or minor, that I, as a good friend, could help you solve? (Big grin.)

(He thinks hard for a few seconds, grunting with the metal effort.)

Spike: I got nothing. (Her face falls; she backs off with a sigh.)

Twilight: (trotting downstairs) Then it looks like I’m gonna have to find somepony who does! (He groans after she has gone.)

Spike: This won’t end well.

(Snap to black.)

Act Two

(Opening shot: fade in to the same view of Ponyville that Twilight saw from her bedroom window. The sun advances a notch as the windmill clicks along and the ephemeral clock continues its ticking. Zoom in quickly to street level; the unicorn trots resolutely down the block.)

Twilight: (to herself) You’ve got this, Twilight. You still have plenty of time to get that letter to Princess Celestia. (looking around) Has to be somepony around here who needs the help of a good friend.

(A shrill scream from the o.s. Rarity cuts in and brings stars to Twilight’s eyes.)

Twilight: Rarity!

(Quick pan to the exterior of the Carousel Boutique; zoom in slowly to the sound of her prolonged, eardrum-destroying scream. Inside, the front door flies open at a buck from Twilight.)

Twilight: Don’t worry, Rarity! I’m here!

(Long shot of the distraught white unicorn, zooming in. She has thrown herself down on the platform normally used to let clients inspect their new outfits in the mirrors.)

Rarity: (sobbing) Why me? Why, why, why? (Close-up.) Of all the worst things that could happen, this is the worst possible thing!

(Each of these last four words is punctuated by a zoom in on her constricting pupils, ending in an extreme close-up. Twilight, though, takes it as a penny from heaven and gallops in.)

Twilight: What’s happened? Are you all right?

Rarity: I’ve lost my diamond-encrusted purple ribbon! I have searched high, and I have searched low. Low and high, high and low.

(She gestures toward the ceiling at the first “high,” then pokes at a stray fold of cloth on the floor at the first “low.” Up again on “low and high,” down again on “high and low,” after which she pouts for a moment and jumps to the middle of the showroom floor.)

Rarity: But I can’t find it anywhere!

(She magically slides a couch into view and collapses onto it.)

Rarity: (sobbing) Anywhere!

(She is so caught up in the moment that she does not spot Twilight turning away, rubbing her front hooves and grinning hugely with stars dancing in her eyes.)

Rarity: How can I possibly finish my latest creation if I can’t find it? (Cut to Twilight; zoom in slowly.)

Twilight: Never fear, Rarity! I’ll do my best to help you find— (Rarity pops up, instantly placated.)

Rarity: Oh, there it is.

(Cut to a vanity elsewhere in the showroom; the ribbon in question lies on the floor nearby.)

Rarity: (trotting over, levitating it) Isn’t it always just the last place you look?

(Cut to Twilight and zoom out slowly on the next line to frame Rarity in the foreground; the latter is now plying a pair of scissors to snip the ribbon.)

Twilight: (perplexed) So you just lost your ribbon?

Rarity: Mmm-hmm.

Twilight: But now you’ve found it.

Rarity: Yeah-huh.

Twilight: And nothing else is bothering you? Nothing that I, as a good friend, could help you with?

(She has closed her eyes on this last, but opens one to glance expectantly toward Rarity.)

Rarity: Hmmm…there is one thing. (Her pout brings Twilight to starry-eyed attention.)

Twilight: Yes?

Rarity: I think I left my measuring tape under the fabric over there.

(During this line, zoom out from the pair to frame a jumble of cloth, with the tape end protruding from among them.)

Rarity: (trotting away) Could you get that for me?

(Twilight sighs and warms up her horn; cut to the tape as it is floated across to the white hooves.)

Twilight: (from o.s.) Measuring tape. Sure.

Rarity: Twilight? (Tilt up to her face.) Is there something bother—

(A cut to an overhead view of the showroom reveals that the other unicorn has cleared out.)

Rarity: Twilight?

(Another snip of the scissors is followed by an “iris in” transition to the long shot of Ponyville, with the iris centered on the sun. The clock keeps ticking as the windmill vanes jerk along and the sun snaps ahead another notch to its highest position in the sky. Zoom in quickly to Twilight, once again on the move down the street.)

Twilight: (to herself) No need to panic. Rarity’s just one pony. I’m sure one of my other friends will need me.

(Cut to Rainbow Dash, who starts into a flying kick with a savage yell; she is wearing a pair of transparent safety goggles. A board wall on the receiving end gets a large hole smashed through it, and a long shot reveals that it is part of a barn that stands on the Sweet Apple Acres property. Another yell marks her equally destructive emergence from the opposite wall. Shaking the splinters away, the one-pegasus wrecking crew dives toward the roof and bashes through it just as Applejack—wearing a crash helmet instead of her cowboy hat—ducks and covers in a nearby ditch. More splinters rain down around her.)

(Rainbow continues her assault on the barn, chopping, bucking, and biting her way through every piece of wood she can reach. A chunk of a support beam whistles through the air and embeds itself in the road just in front of Twilight, bringing her up short in her walk to the farm. She takes in the full scope of the barn demolition on the start of the next line.)

Twilight: What in the world? (Pause for thought.) Rainbow must be angry with Applejack! (smiling shrewdly) She must hate her guts! (stars in eyes) Oh, wonderful!

(She zips ahead. Cut to Rainbow, coming in for another pass.)

Twilight: (from o.s.) Rainbow Dash! Stop!

(The latter finds herself telekinetically grabbed by the tail, just short of crashing through the barn wall again. The rest of her hangs free as Twilight trots up.)

Twilight: Listen, Rainbow. (winking) I know you’re upset with Applejack, but don’t worry. Whatever it is that has come between you two, I’m sure that I, as a good friend, can help you resolve your problems.

(She takes no notice of the thoroughly confused look that Rainbow is sending her way. When she releases her hold on the multicolored tail near the end of this line, its owner hangs in the air for a second before thudding to the ground.)

Rainbow: (standing up) Uh, what are you talking about?

Twilight: (hoof on Rainbow’s shoulder) Oh, Rainbow Dash, you don’t have to hide your feelings from me. (turning Rainbow’s face toward hers) I can tell you two must have had a terrible fight.

(Wipe to a nearby bench, where Rainbow now lies stretched out on her back and has removed her goggles. Twilight sits alongside on her haunches, her mane tied back in a bun, with a pair of glasses balanced on her nose and a quill and clipboard floating overhead. The overall effect resembles a psychiatrist’s office, with Rainbow as the patient on the couch.)

Twilight: (patting Rainbow’s head, taking notes) Now, why don’t you tell me all about your issues with Applejack?

Rainbow: I don’t have any issues with Applejack.

Twilight: You don’t? Then why are you destroying her property?

Rainbow: Because she asked me to. (sitting up, calling toward ditch) Right, Applejack?

(The apple harvester peeks up from the ditch with a smile.)

Applejack: Yes, ma’am. (She removes her helmet.) I wanted to put up a new barn, but this one’s gotta come down first. (chuckling; helmet on) Now get back to it, RD!

Rainbow: (donning goggles) You got it, boss! (She lifts off; Twilight has now ditched her glasses and undone her mane.)

Applejack: (to Twilight) I’d take cover if I were you.

(She follows her own advice as the winged wrecking ball rises to an altitude of several hundred feet, directly above the barn. Twilight lets off a little cry of shock and leaps into the ditch, landing alongside Applejack and hunkering down just as she has done. A shrill whistle of air marks Rainbow’s high-speed descent, joined by her own yell just before she smashes squarely into the dilapidated structure. It disappears in a cataclysmic blast that briefly tints the sky a lurid red and throws out a rainbow-hued wave similar to that from a Sonic Rainboom, as well as a multicolored mushroom cloud. A mass of dirt and rubble falls into the ditch, burying Twilight and Applejack and filling the screen with dust. Applejack is first to emerge and throws a cheerful wave upward before jumping up to ground level; Twilight extricates herself a few seconds later and trudges off with a disappointed sigh. The aftermath of this extreme tear-down work has left her mane slightly disheveled.)

(“Iris in” to the Ponyville long shot; the invisible clock ticks as the sun advances another notch and the windmill vanes rotate jerkily. Zoom in quickly to Twilight, now trotting away from town through a stretch of meadowland.)

Twilight: Oh, I can’t believe I wasted all that time. I should’ve just come here first. Fluttershy always has some fear she’s trying to get over. As a good friend, I’ll be able to help her.

(She approaches Fluttershy’s cottage on the end of this line, then peeks around one corner. Zoom in as her eyes pop in surprise, then cut to just behind her. A short distance away, the meek yellow pegasus is facing off against a very large, angry, roaring brown bear. It rises to its hind legs, and she gallops straight between them and disappears from sight; after it peeks through with a puzzled grunt, she rockets in and lands a flying kick to the back. As it tumbles through the air, she grabs a hind leg and twists to throw it flat on the grass. Her next move is to yank the leg toward the head, bending the massive body double and forcing a ground-pounding bellow.)

Twilight: (horrified) Fluttershy?

(The pummeling continues with a stomp on the back and a hard twist that forces the beefy neck around 180 degrees, after which Fluttershy releases her hold. As the bear collapses senseless to the lawn, Twilight’s jaw looks ready to fall off its hinge from sheer disbelief. She shakes her head clear and paces in place.)

Twilight: How can this be happening? Of all the days she had to stop being such a scaredy-pony, she had to pick today! (walking away) What am I going to do?

(Her ear twitches briefly during the previous line, a tic that will manifest itself from time to time until further notice. The camera cuts to the scene of this throwdown and zooms out to frame Fluttershy now standing atop the bear’s back. She kneads the broad muscles with her hooves, eliciting a low groan of pleasure from the slackly smiling creature.)

Fluttershy: You really should have come to me sooner. You were carrying so much tension in that shoulder.

(She gets a relaxed little noise from the bear—having given it a rather extreme massage with no malicious intent as Twilight thought. Dissolve to a close-up of the worried unicorn’s face, seen in profile, and zoom out overhead as the camera rotates 90 degrees. She is lying on a bench, huddled on her side and stroking her mane. There is a puddle of water nearby on the ground.)

Twilight: It’s fine. It’ll all be fine. The day isn’t over yet. (She sits up in a sudden panic.) But it will be over soon!

(Clock ticks; sun snaps ahead a notch; she flops onto her back with a loud groan. Close-up of her reflection in the puddle as a few tears drop into view to ruffle the water. On the next line, tilt up from it to the upside-down real McCoy.)

Twilight: It’ll be all over! My time in Ponyville! My advanced studies! (She sits up with a growing smile.) No, no. You’re a good student. You can do this.

(Quick tilt down to her glum reflection.)

Reflection: Ohh…but what if I can’t? (Up to the bench again; cut to the reflection on the following.)

Twilight: You can! You just have to keep it together! (Back to her.) Keep it together!

(These last three words get her leaning down so close that her face is nearly in the puddle. Zoom out to frame Spike nearby, carrying the box of cupcakes.)

Spike: Are you talking to…yourself?

(Close-up of her feverishly determined face as he waves a hand in front of it.)

Spike: (from o.s.) Twilight?

(The sound of young, nasty laughter snaps her upright; it is coming from three fillies playing jump rope in the park. In a flash, though, Twilight’s overactive imagination has transformed them into three leering, jeering silhouettes on a scorched plain under a sick red sky. They point and laugh at her for a second before Spike reaches into view and pops the scene with one clawed finger like a balloon, restoring the happy Ponyville sky.)

Spike: SNAP OUT OF IT!! (She has wound up huddled on the ground.)

Twilight: (shaking head clear) Huh?

Spike: Are you okay?

(Another look across the meadow shows that the three jump-rope players are enjoying themselves, laughing innocently, and paying no mind to the pair. Twilight is up on her haunches.)

Spike: Twilight, I’m really worried.

(Cut to her on this line; she covers her eyes for a moment, then drops her hooves helplessly.)

Spike: (from o.s.) I mean, this letter thing is really getting to you. (Zoom out to frame him; he nudges her with the cupcake box.) Here.

(Close-up of it and him, from the neck down; tilt up to his face on the next line.)

Spike: You’ve been so anxious all day that you completely forgot about the picnic. (His perspective of her as he continues.) Why don’t you just relax and go hang out with— (She whirls to face him, suddenly crazed.)

Twilight: The picnic!

(Back to him; he recoils, but she levitates the box out of his grip as the camera zooms out to frame both.)

Twilight: (galloping off with it) I should go see my friends!

Spike: I’m glad you’ve come to your senses.

(Dissolve to Pinkie Pie, hopping cheerfully through the park with a picnic basket in her teeth. Finding a suitable spot, she stops and sets the basket down in close-up, then nips away the cloth tucked into it. Three balloons float up and away; in a longer shot, they take the basket with them due to their strings being tied into its bottom, and Pinkie aims a silly grin and puzzled look at the camera. The rest of Twilight’s friends are here as well: Applejack laying out a picnic blanket and wearing her hat instead of the crash helmet from the barn demolition, Fluttershy sitting on her haunches in the grass and staring up after the basket, Rainbow wearing sunglasses and applying suntan lotion, Rarity backed halfway into view. Pan to frame all of her on the next line; she has brought a basket of her own and is rummaging around in it, having dumped out most of the contents.)

Rarity: Please tell me I did not forget the plates! (She straightens up with a gasp.) I did! I totally forgot them! Of all the worst things that could happen, this is the worst possible thing!

(The last four words are accompanied by a series of zooms toward her eyes as during her Act One meltdown in the Carousel Boutique. The camera then cuts to a longer shot as she magically whisks the couch from that scene into view and collapses sobbing onto it.)

Rarity: Why, why, why?…Uh?

(She quiets down, finding herself on the wrong end of four puzzled/annoyed looks.)

Rarity: What? You didn’t expect me to lay on the grass, did you?

(Rainbow adjusts her shades and flops down across the blanket on her back. The cupcake box lands just behind her head a moment later, with a set of violet hooves visible just behind that. Red-violet eyes peek up from behind the black lenses; cut to their owner’s upside-down perspective of Twilight’s scrambled mane and deranged grin, accompanied by a donkey’s bray. Back to the five disconcerted picnickers, zooming out to frame the newcomer as Rainbow gets up; that grin does not waver even a hair before the camera cuts to the five again.)

Applejack: You all right, hon?

Twilight: (from o.s.) No! (Cut to her.) I am not all right.

(Her pathetic pout gets Applejack, Fluttershy, Rainbow, and Rarity upright with a chorus of concerned responses, and Pinkie soon joins them.)

Twilight: It’s just terrible.

Other five: (leaning closer) Yes?

Twilight: Simply awful.

Other five: (still closer) Yes?

Twilight: It’s the most horrific trouble I’ve ever been in and I really, really, really need your help!

Other five: (even closer) Yes?

Twilight: My letter to Princess Celestia is almost overdue, and I haven’t learned anything about friendship!

(The other five relax with a unison sigh.)

Fluttershy: Oh, thank goodness. I thought something really awful had happened.

(Twilight can manage only a monkey-like screech as the others turn back to their picnic. She teleports over to Pinkie and Rainbow, startling the latter into dropping her sunglasses.)

Twilight: Something awful has happened!

(To Rarity, who spits out the punch she is drinking as she reclines on her couch again.)

Twilight:  If I don’t turn in the letter on time, I’ll be tardy! (To the center of the group, grabbing at Applejack.) Tardy!

(If the group sigh threw her off balance, the round of laughter that follows this outburst really gets her boiling over, as seen in a close-up and slow zoom in on her reddening face.)

Applejack: (from o.s.) No offense, sugar cube— (Longer shot, framing both.) —but it looks like somepony’s gettin’ themselves all worked up over nothin’.

(Back to Twilight on the end of this; she slaps the orange-tan forelegs away.)

Twilight: This is not nothing! This is everything! (Overhead shot, zooming in; she darts from one to another.) I need you guys to help me find somepony with a problem I can fix before sundown! (Close-up.) My whole life depends on it!

(She has ended up nose to nose with Pinkie, whose cheerful demeanor has not even been scratched by this tirade.)

Pinkie: (giggling) Oh, Twilight, you’re such a crack-up!

(She promptly tumbles onto her back with a hearty laugh; back to Twilight.)

Applejack: (from o.s.) Come on now. (Pan to the other five; Pinkie is upright again.) Have a seat and stop sweatin’ the small stuff.

(Nothing doing; Twilight voices an exasperated groan and trots away, letting off a second one for good measure before teleporting out of the area.)

Fluttershy: (to Applejack) Wow. I’ve never seen Twilight so upset before.

Rarity: (from o.s.) Ugh! (The others glance her way; zoom out to frame her.) What a drama queen! (Embarrassed smile; clear throat.) Relatively speaking.

(Snap to black.)

Act Three

(Opening shot: “iris in” to the long shot of Ponyville that has been seen so many times up to now. Windmill vanes clack ahead to the intangible clock’s rhythm as the sun moves another notch closer to the other side of the sky.)

Twilight: (from o.s., trying to keep her cool) Clock is ticking, Twilight.

(Zoom out to frame her at the bedroom window.)

Twilight: (deliberately) Clock is ticking!

(And, judging from the unhinged expression she now wears, her sanity has gotten caught in the mechanism.)

Twilight: (pacing) Keep it together. (She stops near a small trunk.) If I can’t find a friendship problem… (eyeing/magically opening trunk partway) …I’ll make a friendship problem!

(She rubs her front hooves together as her stress-crazed brain slips even farther out of gear. “Iris in” to a close-up of a bird perching placidly on a tree limb as the sun drops a bit closer to the horizon, then tilt down to follow its descent into a nest placed atop a bush. As soon as it settles down here, the leaves rustle and Twilight puts her head up, lifting the next clear and instantly reducing it to a shambles. Now her out-of-kilter pupils have constricted to purple points above a frighteningly wide grin that would probably qualify any living thing in Equestria for the psycho ward.)

(Her sotto-voce giggle is followed by a pan to the Cutie Mark Crusaders, playing with a beach ball in a nearby clearing. After a few bounces, it comes to rest on the grass and exhibits a marked deviation from normal beach ball behavior, swelling out of all proportion and finally bursting. Twilight now stands among the three unnerved fillies, having teleported into the ball; the nest is no longer on her head.)

Twilight: Hi, girls!

Apple Bloom: Oh…hi, Twilight. How’s it go—

Twilight: Great. Just great. (Sweat rolls down; eye twitches as she walks toward them.) You three look like you’re doing great too! Looks like three good friends who obviously don’t need the help of another good friend.

(The end of this line brings her face to face with Scootaloo, who has scrunched herself into a scared little huddle on the grass. Now Twilight straightens up and levitates a battered old donkey-shaped rag doll dressed in polka-dotted shorts, with a yarn mane/tail and button eyes.)

Twilight: This is Smarty Pants. (nuzzling it) She was mine when I was your age. (Cut to the Crusaders; she continues o.s. and floats it to them.) And now I want to give her to you!

(Close-up of the decrepit plaything, after which the three intended recipients eye it uneasily.)

Scootaloo: Uh, she’s, uh…great.

Bloom: Yeah…great.

Sweetie Belle: (squinting one eye at it) I…really like her…mane?

Twilight: She even comes with her own notebook and quill—

(Close-up of each named item during this line; the first goes to Scootaloo, the second behind Sweetie’s ear.)

Twilight: —for when you want to pretend she’s doing her homework! (She cocks her head to one side; the fillies have put away the accessories.)

Scootaloo: That’s…um…great.

Bloom: Yeah…great. (Fake little chuckle, they both nudge Sweetie.)

Sweetie: (squinting again) I really like her…mane?

Twilight: I just hope the fact that there are three of you and only one of her doesn’t become a problem.

(Zoom in on her; the glow from her horn shining weirdly on her face.)

Twilight: I’d hate to cause a rift between such good friends.

(The end of this line comes through gritted teeth, after which the camera cuts to the trio. Scootaloo twirls a hoof near her temple in the classic “screw loose” gesture for her friends’ benefit; now the Smarty Pants doll floats to them.)

Twilight: (from o.s.) So, who wants to play with her first? (All three recoil from it.)

Bloom: Uh…you should play with her first, Sweetie Belle, you know— (galloping off) —’cause you like her mane so much.

Sweetie: (surprised) No, no, no, no, no, no. (galloping off) I think Scootaloo should get to play with her first.

Scootaloo: I’d love to, but, um…

(She turns away; zoom out to show the others only a few feet distant. Sweetie is bulldozing Bloom toward the doll.)

Scootaloo: …you take her, Apple Bloom. (They start trying to push each other forward.)

Bloom: Applejack says it’s important to share.

Twilight: (thinking, frantically) I gotta think of something. Think, think, think, think, think, Twilight, think! (Gasp aloud; slap front hooves together.) That’s it!

(Across the way, the Crusaders are now enthusiastically trying to persuade each other—by sheer brute force—to take one for the team.)

Twilight: (softly) Ooh, you’re going to like Smarty Pants. (Zoom in on her.) And you’re going to like her more than anything!

(She leans her head forward, sending streams of hearts from her horn toward the beat-up thing to disappear into it, and lets it hit the ground. The Crusaders stop their fracas and take notice, their rancor instantly replaced by wondering smiles. As each speaks, her eyes rotate as if they were slot-machine reels, the pupils/irises replaced by hearts.)

Scootaloo: (gasping) I want it!

Bloom: I need it!

Sweetie: I really like her mane!

(And then the brawl starts all over again—but this time they are grabbing madly at the doll instead of trying to keep away from it. Twilight straightens up.)

Twilight: (to herself) The Want-It-Need-It spell. (stars in eyes) Works every time.

(She backs away and stands up to full height.)

Twilight: Okay, okay, let’s break it up. I think we can all see that there is an important lesson to be learned here about—

(Whatever that lesson might be, it certainly does not involve knowing when to duck, since she gets a pop in the chops that drops her to her haunches. It takes her a second to stand up again.)

Twilight: Come on, girls. We’re all friends here, right? (She teleports to the other side of them.) Don’t you think you ought to share?

Bloom: No way!

(With a loud, frustrated groan, the crazed unicorn hurls herself into the beatdown and promptly gets thrown out of it. She fetches up against Big Macintosh, who has arrived in the clearing and is carrying a bucket by its handle in his teeth.)

Twilight: Big Macintosh! Thank goodness! You gotta help me get that doll away from those girls!

(Close-up of it being tossed back and forth on the end of this.)

Macintosh: Ee-yup.

(The big Apple stallion takes his time setting the bucket down and walking over to the fray, where he calmly dips his head in and comes up with Smarty Pants in his teeth.)

Twilight: Oh, thank you so much. (trying to levitate it away) Now if you could just give her to me— (He gallops off instead.)

Macintosh: (hearts in eyes) Nn-nope. (Back to Twilight.)

Twilight: Oh, no!

(A clamor of angry little voices floats up as their owners gallop after Macintosh. The chase circles Mayor Mare, interrupting her plan to relax in a beach chair with a good book.)

Mayor Mare: What’s all the commotion about? (A pegasus mare falls under Twilight’s spell.)

Mare: They’re fighting over that doll! (She and others race in.)

Bon Bon: That incredible, amazing doll!

(She too has succumbed to its “charms,” and within seconds the horrified Twilight is watching dozens of ponies slug it out to get at the doll still in Macintosh’s teeth.)

Twilight: (lunging here and there) Can’t…get a clear shot!

(The stallion does quite well at holding the prize out of reach at first, but eventually the mass of assailants begins to drag him down. Just before he disappears under the mob, Mayor Mare—now also entranced—leans in.)

Mayor Mare: Gimme!

(She nips it away and runs off, the camera shifting to follow her and put the brouhaha just o.s. There comes the sound of a reverberating thud from that direction, accompanied by a plethora of involuntarily airborne ponies—some of whom go sailing over the horizon—and the emergence of one angry red workhorse.)

Macintosh: Nn-nope. (He charges after Mayor Mare; zoom in on Twilight nearby.)

Twilight: Oh, what have I done?

(The view dissolves from her agonized grimace to a close-up of the snoozing Applejack, under a tree with a stalk of wheat in her mouth and her hat tilted over her face. The sound of approaching hoofbeats and voices wakes her up as Rainbow continues her sunbathing and Pinkie packs up her basket. The picnic blanket lies folded on the grass among the five ponies; it begins to vibrate, along with the rest of the ground, as Applejack speaks up.)

Applejack: Y’all hear that?

(The other four take notice just before Mayor Mare barrels straight through the area, followed by the entire stampede; Rainbow takes cover behind the three. Cut to the crazed throng and pan back to Applejack and Pinkie on the next line.)

Applejack: What in the name of all things oats-and-apples is goin’ on here?

(As Mayor Mare sprints ahead, Derpy Hooves swoops down from above to swipe Smarty Pants. A second pegasus promptly moves in and grabs another part of the doll in her teeth, prompting a vicious tug-of-war that ends with it snapping away from both of them. It lands near Rainbow, whose eyes start to roll over into hearts before she gets her head turned away and her eyes covered by Twilight. She has taken off her shades.)

Twilight: Don’t look at it! (Rarity comes up behind them.)

Rarity: Don’t look at what? (Eyes covered by Twilight; Rainbow hits the ground.)

Twilight: My Smarty Pants doll.

(Longer shot of the six friends, surrounded by land- and air-based fisticuffs under a late-afternoon sky. The old doll tumbles from one to another.)

Twilight:  I enchanted her and now everypony is fighting over her! (Cut to Rarity; Fluttershy comes up alongside.)

Fluttershy: Why would you enchant your doll?

Twilight: (from o.s.) Well, I had to do something! (Cut to her, huddled in front of the others.) I had nothing to report to Princess Celestia! I thought if I couldn’t find a problem, I’d make a problem! The day is almost over!

Applejack: (looking skyward) Not almost.

(Cut to the horizon, where the sun slowly descends out of sight and the sky darkens into evening. Twilight lets her head slump down onto the grass, hunkering miserably down as if trying to get the earth to swallow her whole. All her friends save Fluttershy are gathered around her.)

Princess Celestia: (from o.s., sharply) Twilight Sparkle!

(Those two words throw a full-scale scare into the quintet as rays of white light shine down from above and an approaching aura begins to wash out the view. Tilt up to the sovereign herself, hovering a few yards overhead and looking plenty sore. Fluttershy joins the group when the camera cuts back to ground level.)

Applejack: Whoa, Nelly.

(She removes her hat just before Celestia turns her horn up to eleven, throwing off an intense light that washes over the knots of brawling ponies. When it fades, they are seen standing and lying in mid-grapple, their eyes back to normal and with no earthly idea of how they wound up here. Derpy and Mayor Mare find themselves face to face, the doll landing near them, and all eye it with considerable surprise and disgust. Mayor Mare’s face goes bright red—this would certainly qualify as conduct unbecoming a public official—and she trots away, stepping on the plaything so that it emits a small squeak. The other ponies quickly disperse to leave it alone on the grass; zoom out to frame Macintosh eyeing it from a distance. After a furtive look around, the camera cuts to a close-up as he straightens up with a giddy little neigh and Smarty Pants in his teeth. Hearts float up around him, even though Twilight’s spell has been neutralized, and he rears up and gallops away.)

(Pan from his exit to the six ponies and Celestia; the glow of her spell fades away and she touches down in front of Twilight. The other five cringe, wondering how bad things are about to get, and Applejack has put her hat back on.)

Celestia: (levelly, to Twilight) Meet me in the library. (She lifts off; Twilight slowly gets up.)

Twilight: (softly, to the others) Goodbye, girls. If you care to visit, I’ll be in Magic Kindergarten… (trudging away) …back in Canterlot.

Fluttershy: (to Rarity) Magic Kindergarten?

Rainbow: Canterlot? (Pinkie pops up.)

Pinkie: We’re never gonna see Twilight again! (Clap hooves to face; drop onto haunches.)

Applejack: (gasping softly, sitting next to her) What are we gonna do, y’all?

Rarity: (full drama mode) Of all the worst things that could happen, this is the worst possible thing!

(Last four words accompanied by zooms in on her eyes, as during the other two times she has done this bit. This time, though, the constricted pupils flick from side to side and the camera zooms out to frame four puzzled/vexed onlookers.)

Rarity: What? I really mean it this time!

(Dissolve to a close-up of Spike, peeking out from behind a bookcase in the library’s reading room to eavesdrop. The rest of the room is slightly blurred, but gradually comes into focus as the camera pans slowly to frame all of Celestia in the center of the floor.)

Twilight: (from around corner) But—but—I’m supposed to send you a letter about friendship every week. (now in view, sitting on haunches in front of Celestia) I missed the deadline. (Close-up of the pair.) I’m a bad student! I’m…tardy! (She huddles down.)

[Animation goof: She is properly groomed in the long shot, but unkempt in this one.]

Celestia: (gently) You are a wonderful student, Twilight. I don’t have to get a letter every week to know that. (Twilight lifts her head.)

Twilight: Really?

(The quiet goes out the window when Applejack, Fluttershy, and Pinkie tumble in, nearly knocking the front door off its hinges. Rarity trots in past them, but Rainbow flies over her and is first into the reading room; now Twilight is cleaned up.)

Rainbow: Wait! (Pinkie zips in.)

Pinkie: You can’t punish her! (Applejack ditto.)

Applejack: It wasn’t her fault!

Celestia: I’m listening. (Now Fluttershy parks her haunches alongisde.)

Fluttershy: Please, Your Highness. We all saw that Twilight was upset.

Rainbow: (as Pinkie nuzzles Twilight’s neck) But we thought that the thing that she was worrying about wasn’t worth worrying about. (Pan to Applejack on the next line.)

Applejack: So when she ran off all worked up, not a single one of us tried to stop her. (To Rarity.)

Rarity: As Twilight’s good friends, we should have taken her feelings seriously and been there for her.

(Cut to Celestia on the end of this; she cocks an eyebrow quizzically at this string of pleadings.)

Fluttershy: (from o.s.) Please don’t take her away from us— (Back to her, Applejack, and Pinkie.) —just because we were too insensitive to help her.

(The winged unicorn turns this over in her mind for a second, then smiles placidly.)

Celestia: Looks like you all learned a pretty valuable lesson today. (Cut to Rainbow and Rarity.)

Ponies: (other four o.s.) Mmm-hmm! (Pan to Twilight.)

Celestia: (from o.s., shadow falling over her) Very well. (Twilight smiles.) I’ll forget Twilight’s punishment on one condition.

(On the end of this, the camera cuts to a shot of the entire group and she bounds over them toward the door. Close-up; she looks back over her shoulder to the sound of enthusiastic responses from the o.s. group.)

Celestia:  From this day forth, I would like you all to report to me your findings on the magic of friendship—

(Back to the six on the second half of this; she then leans down close to her star pupil.)

Celestia: —when, and only when, you happen to discover them.

(She backs off, bringing a grateful smile to Twilight’s face as the others cheer this decision. The smile soon gives way to puzzlement; cut to the balcony outside, where Celestia stands on the railing, ready to depart.)

Twilight: (galloping out to her) Princess Celestia, wait! How did you know I was in trouble?

Celestia: Your friend Spike made me aware that you were letting your fears get the best of you.

(Cut to the open doorway; he peeks out around it, then ducks back in.)

Celestia: (from o.s.) I commend him for taking your feelings seriously. (The others step up.) Now… (Back to her and Twilight.) …if you will all excuse me, I must return to Canterlot. (knowingly) I’m expecting some mail.

(She lifts off and flies a short distance through the night sky before disappearing with a flash. After Twilight watches her exit, cut to the rest of the gang inside the door.)

Applejack: Y’all heard the Princess. (Twilight enters.) Spike, take a letter.

(He instantly produces quill and scroll; before anyone can start, though, a violet foreleg lands on his shoulders and Twilight pulls him in for a warm hug. Dissolve to the group in the reading room; Spike is at a stand, ready to write, and the others stand/sit/lie around the place. Rarity is seated on a cushion, and Applejack—holding her hat—clears her throat.)

Applejack: (dictating) “Dear Princess Celestia: We’re writin’ to you because today we all learned a little somethin’ about friendship.” (Pan to Fluttershy.)

Fluttershy: “We learned that you should take your friend’s worries seriously—” (Cut to Rainbow and Rarity.)

Rainbow: “—even if you don’t think that she has anything to worry about—”

Rarity: “—and that you shouldn’t let your worries turn a small problem—” (Pan to Pinkie.)

Pinkie: “—into an enormously huge, entire-town-in-total-chaos, Princess-has-to-come-and-save-the-day problem.”

(She punctuates her bit of this report by jumping up, striking a dramatic flying pose while hanging in midair, and thumping back to the floor. Back to Applejack and Spike; the workhorse has her hat on again.)

Applejack: “Signed, your loyal subjects.” (She backs off.)

Spike: (writing quickly) “P.S. Obviously Spike did not have to learn a lesson because he is the best, most awesome friend a pony could ask for. Unlike everypony else, he took things seriously and—”

(Twilight walks up to the stand on the end of this to give him a thoroughly disapproving look and head shake, followed by more of the same from the other five.)

Spike: (laughing nervously) Uh…yeah.

(His perspective of the sheet; he draws a large X over the last several lines.)

Spike: I’ll just, um…

(Tilt up past the stand’s edge to frame six laughing mares, then cut to him as he grumpily snorts out a puff of steam. Cut to the exterior of the library, every window glowing, and zoom out to the sound of the continuing laughter. Fade to black.)

LUNA ECLIPSED

Written by M.A. Larson

Produced by Sarah Wall

Story editing by Rob Renzetti

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a close-up of a reptilian creature, seen from the chest down, pacing the floor in the library’s reading room. The body hide is purple with lighter-shaded spots and the underbelly is yellow, but Spike’s lighter violet hand protrudes from the end of the arm to mark this “creature” as him in a costume. Cut to an overhead view of him at the foot of the stairs leading down from Twilight Sparkle’s room; he stops and groans impatiently.)

Spike: Come on, Twilight. We’re gonna be late for the Nightmare Night Festival!

(A shadowed hoof and the end of a long white beard advance into view near the camera. Cut to a head-on view of Twilight on the stairs and zoom in as she lifts her head proudly. She has donned a long robe and pointed wizard’s hat in three shades of blue, both liberally decorated with stars and moons and hung with jingle bells at hem, brim, and hat peak. The robe’s gold/white collar is secured with a gold brooch, and the beard hangs nearly to her knees.)

Spike: Huh? (She comes downstairs.) Are you that one kooky grandpa from Ponyville Retirement Village?

Twilight: (annoyed) I’m Starswirl the Bearded! (He just blinks stupidly at her.) Father of the amniomorphic spell? (Still nothing.) Did you even read that book I gave you about obscure unicorn history?

Spike: Um… (Pounding at the front door; he breaks out in a sweat.) …that sounds important!

(Off he goes, fast enough to set his boss spinning in place so that her cape and beard end up wrapped tightly around her. Cut to just outside the door as he opens it; it is nighttime, and the camera zooms out to frame a trio of fillies in costumes of their own. Their chant brings a startled cry from him.)

Fillies:                        Nightmare Night, what a fright!

(Close-up.)                Give us something sweet to bite!

(One princess, one astronaut, one ladybug, each with a sack hung around her neck—and Granny Smith visible just behind them as a chaperone. Spike eyes them with some relief, having caught a break from Twilight’s chewing out about his lack of history savvy, and steps back in as she comes to the door. Her own outfit is back in order, along with her good spirits.)

Twilight: Hi, everypony! (Back to them; she continues o.s.) Great costumes. (Tilt up to a slightly frazzled Granny.) Happy Nightmare Night, Granny Smith.

Granny: I should have been asleep five hours ago!

(Spike comes back to the door, carrying a bowl of candy, and Twilight levitates a piece into each filly’s sack. A fourth youngster now bulls through them: brown/white pinto earth pony colt, dressed as a pirate complete with eyepatch and a cutlass clamped in his teeth. A tuft of two-tone brown mane protrudes from the edge of the red kerchief on his head, and the one visible eye is bright and so deep a brown as to be nearly black. This is Pipsqueak, or Pip for short; he tries a few swings of the cutlass, but loses his balance and goes down on his face. Twilight and Spike smile at the display as he gets up to his hind legs and salutes. He speaks with a British accent.)

Pip: Pipsqueak the pirate at your service! It’s my very first Nightmare Night.

Twilight: Since you moved here from Trottingham?

Pip: No, my very first Nightmare Night ever!

(Pinkie Pie, as a chicken, pops up among the young ponies with a loud squawk. She has even stuck a little beak on the end of her nose and is standing on two legs as the poultry would.)

Pinkie: Enough chit-chat! Time is candy! (She pecks at the ground.)

Twilight: Pinkie Pie, aren’t you a little old for this?

Pinkie: Too old for free candy? (Squawk.) Never!

(The puzzled unicorn groans to herself and floats a piece into Pinkie’s bag, the bell on the hat’s peak swinging close to her face as Twilight shows off her getup.)

Twilight: Do you like it?

Pinkie: Yeah, great costume, Twilight! Oh, you make a fantastic weirdo clown!

(One swift lunge and a few pecks later, she has eaten nearly every piece of candy in Spike’s bowl; zoom in slightly as she bugs out.)

Twilight: (irked) A clown?! (They step out, Spike closing the door.) Look at the borders on these robes! These are hoof-stitched!

Spike: It’s a great costume… (walking off with a derisive chuckle) …Grandpa!

(Zoom in on Twilight’s snarling face, then fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a bust of a black unicorn’s head with catlike pupils, hung from a balcony on the town square pavilion. The overall contour is reminiscent of Nightmare Moon. On the next line, pan from here to a long shot of Twilight and Spike, making their way through a square filled with festival-goers, snack carts, and strings of lights hung with skulls. Big Macintosh pulls a hay wagon loaded with more happy partiers; he has donned a dark top hat and tailcoat, the latter depicting a skull-marked apple over his haunch.)

Twilight: (still annoyed) Starswirl the Bearded is only the most important conjurer of the pre-classical era. (Cheers from the riders.) He created more than two hundred spells. (They walk through a dance with a four-piece band.) He even has a shelf in the Canterlot Library of Magic named after him!

(Close-up of her; now the irritation begins to subside.)

Twilight: Maybe I should start up a pony group to teach ponies about history. (smiling) I bet everypony would love it. Don’t you, Spike?

(Pan to back him, now toting a mound of candy nearly as tall as he is and gorging himself.)

Spike: (mouth full) Mmm-hmm! I love it.

(He runs into Twilight, who has suddenly stopped short, and tumbles to the ground in an avalanche of sweet stuff. Zoom out to frame both of them and quite a few other revelers.)

Twilight: Hey, look, we’re here already! Should we get something to eat?

(Now she takes stock of the supine dragon and his overstuffed belly; he lets off a hearty belch before Pinkie and Pip zip up during the next line.)

Pinkie: Twilight, Twilight, look at our haul!

(Close-up of Twilight on the end of this; Pinkie holds her own full sack into view. A giddy squeal from her direction is followed by a cut to her.)

Pinkie: Can you believe it?

(Just as at the library front step, she starts pecking madly at the goodies to stuff her face. Pan/tilt up to the roof of a nearby, heavily decorated building, where a black-clad head in yellow goggles peeks out. The outfit is identical to that used by the Shadowbolts, the flight team invented by Nightmare to distract Rainbow Dash during “Elements of Harmony.” However, the blue nose and ears, and the multicolored mane, give the wearer away as a disguised Rainbow. She runs an eye over the scene and ducks out of sight; back to ground level as a black cloud drifts overhead. Rainbow’s tail waving from the rear edge marks her as its propulsion source.)

Pinkie: And then, we went to Cheerilee’s house and we got a bunch more goodies—didn’t we, Pip?

Pip: Sure did! (Cut to Rainbow, raising her front hooves.)

Pinkie: (from o.s.) And then we had to stop and wait for Granny Smith and—

(The cloud takes a solid hit, throwing out a lightning bolt that barely misses Pinkie and prompts her into a terrified squawk and escape. The blast also sends Pip and his friends galloping with a scream and dumps Spike on his back. Rainbow’s belly laugh floats down to an annoyed Twilight, who addresses herself into the sky.)

Twilight: Rainbow Dash! (Cut to Rainbow; she continues o.s.) That wasn’t very nice!

Rainbow: Lighten up, old-timer. This is the best night of the year for pranks. (Cut to Twilight.)

Twilight: (pointing to side) Look what you did to Spike!

(Pan to him during this line, still laid out by his candy and trying to hack up a piece caught in his throat.)

Rainbow: Aw, it’s all in good fun. (looking elsewhere) Oh, oh! There’s another group over there!

(She bulldozes the cloud away. Throwing a slightly exasperated glance at her unconscious assistant, Twilight levitates him onto her back and walks away. Rainbow brings her cloud back into view at a longer distance and sets it off again, prompting a fresh wave of screams, before moving it once again as she laughs herself stupid.)

(Dissolve to a point just below the surface of a tub with several apples floating in it. The camera points up toward a stallion who leans in to grab one fruit in his teeth and pull it out. When the view shifts to outside in the square, he is seen to be the tennis player whose racquet Apple Bloom ruined in “Call of the Cutie.” Two other ponies are bobbing away, with Applejack—dressed as a scarecrow—presiding over the game. On the next line, zoom out to frame Twilight and a revived Spike as they walk up.)

Twilight: Happy Nightmare Night, Applejack.

Applejack: Howdy, Spike! Hey, Twilight! Nice costume. (Cut to the pair.)

Spike: Thanks! I’m a dragon. (Dirty look from Twilight.)

Twilight: She means me, Spike.

Applejack: (from o.s.) With that beard… (Cut to all three; she toys with it.) …I reckon you’re some sorta country music singer.

(This guess gets Twilight steamed and groaning all over again as Spike laughs.)

Applejack: While y’all are here, you feel like bobbin’ for an apple?

(Pan to the tub on the end of this. Derpy Hooves and Carrot Top are ready for a turn—the former wearing only paper bags on her head and hooves, the latter in a devil’s red cape, horns, and tail, with four shoes to match. Cut to Carrot’s side; before she can even get her face in the water, Derpy surfaces with the end of a chain in her teeth, having gone for a dive without being noticed. One tug on the chain brings up a drain plug and empties the tub in seconds, to the dismay of both.)

(The general surprise at the sudden end of the game quickly transfers itself to the stage where the band had been playing for the dance seen earlier. A cheering crowd has gathered on the dance floor, and Mayor Mare stands at a lectern on the stage. She has done herself up as a clown, including a red rubber-ball nose and multicolored wig.)

Mayor Mare: Thank you, everypony, and welcome to the Nightmare Night Festival!

(A camera shift during this line brings her into close enough view to reveal an oversized polka-dotted tie at her shirt collar, rather than the blue-green ribbon one she normally wears. More cheering as Twilight and Spike make their way through the crowd; in an even closer shot, Mayor Mare’s tail is seen to be done up in stripes as well.)

Mayor Mare: Now, all the little ponies who have been out collecting sweets—

(Cut to the front few rows, with Pip front and center, during the previous line.)

Mayor Mare: (now o.s.) —should follow our friend Zecora— (Back to her.) —to hear the legend of… (ominously) …Nightmare Moon! (Mad laugh.)

Spike: (aside, to Twilight) Her spooky voice might work better if she wasn’t dressed like that.

(Twilight laughs softly and Mayor Mare gestures off to one side, the camera panning to follow. This patch of the stage is unoccupied, but a blast of sparkling, luminescent green smoke promptly fills it. From this rise the head and shoulders of the zebra last seen in “Swarm of the Century,” to the sound of appreciative murmurs from the o.s. audience. Zecora’s mane is covered by a long white wig filled with spiders, and the neckline of her garment is secured with a gold bat brooch.)

Zecora:                Follow me, and very soon

                        You’ll hear the tale of Nightmare Moon.

(On these last two words, she throws the folds of a long dark cloak over the screen to black it out. Lightning flashes through the void; pan from behind a tree to frame several onlookers gathered in front of her in a slightly overgrown clearing. The full moon shines overhead, and behind Zecora stands a statue of the malevolent winged unicorn.)

Zecora:                Listen close, my little dears.

(Close-up, tilting up from her to the statue’s head.)

                        I’ll tell you where you got your fears

(leaning to fillies)         Of Nightmare Night, so dark and scary…

(A bit of glowing green dust is produced and blown upward; follow it into the air.)

Zecora: (from o.x.)        …Of Nightmare Moon, who makes you wary.

(It forms into a specter of Nightmare that dives toward the group; they cry out as it hits the ground and dissipates. Now Pip and the ladybug filly look uneasily around themselves, not seeing the two staring eyes in the dust cloud behind them.)

Zecora: (from o.s.)         Every year we put on a disguise

(A vicious grin appears as well.)

                        To save ourselves from her searching eyes.

(They scream and cut out; she emerges from the dust—the eyes and grin are hers. Cut to Pip and pan to follow him; he runs into the statue’s pedestal.)

Zecora: (from o.s.)        But Nightmare Moon wants just one thing—

(His perspective, zooming in on the fearsome pony’s head, then back to him as he backs away.)

                        To gobble up ponies in one quick swing!

(He bumps into Pinkie, who has buried her entire head in the dirt. The hit scares the daylights out of both and sends them fleeing in opposite directions; now Zecora throws some more dust, the camera tilting up from her to this cloud.)

Zecora: (from o.s.)        Hungrily she soars the sky.

(It swoops down toward three fillies, two of whom are Scootaloo as a werewolf and Sweetie Belle as a vampire. Nightmare’s head and forelegs form; she peers around, then vanishes.)

                        If she sees nopony, she passes by.

(Over to Pip and his three buddies for a brief look before floating away.)

                        So if she comes and all is clear,

(Up to the sky.)        Equestria is safe another year!

(The full-body apparition forms with the moon as backdrop, then disintegrates into a shower of sparkling dust particles. Cut to Zecora; something just down o.s. tugs at her cloak.)

[Possible error: Pip’s British accent becomes much less noticeable and/or disappears entirely from this point on. This may be an error on the voice cast’s part, or he was simply affecting the accent earlier and is now speaking in his natural voice.]

Pip: (from o.s.) Um, Miss Zecora… (Cut to him.) …if we were cautioned to hide from Nightmare Moon— (as others gather closer) —so she won’t gobble us up, how come we still need to give her some of our candy?

Zecora:                 A perfect question, my little friend,

                        For Nightmare Moon you must not offend.

(She blows more dust over his head, the camera panning to follow it as he backs off; it forms into Nightmare’s full shape.)

Zecora: (now o.s.)        Fill up her belly with a treat or two

(The specter tenses.)        So she won’t return to come eat YOU!

(On the end of this, she leaps at the group with mouth open to expose every single razor-edged tooth in it. She disintegrates on impact, and Pinkie lets off a shrill scream and leads a charge over to the statue. In this shot, Bloom can be seen dressed as the Bride of Frankenstein, with her mane and tail both done up in the character’s white-streaked black bouffant.)

Pinkie: (throwing down her entire stash) Everypony, let’s dump some candy and get outta here!

(The wind begins to kick up, and a nervous glance overhead reveals that clouds have begun to swirl around the full moon and close in to block out the night sky. Twilight and Zecora both stare speechlessly as a flash of moonlight blazes through the clouds and a black silhouette rides the rays toward ground level. This consists of a figure in a spiked, bat-winged chariot pulled by two pegasi on chain reins; a zoom in on the vehicle shows a unicorn’s horn protruding from the hooded driver’s head.  Pan to the mounts, which can now be seen fully: gray pegasus stallions with bat wings and reptilian green eyes, wearing blue armor with bat-wing crests on their helmets. The chariot bears down on the group, all of whom immediately cry out and back away except for Twilight; she and Spike eventually duck and cover as the looming shadow rockets overhead.)

(Tilt up from them to the again-silhouetted vehicle and pegasi, now hovering at low altitude, then to a close-up of Twilight’s apprehensive face and zoom out. Pinkie pops up in front of her with a terrified gasp.)

Pinkie: It’s Nightmare Moon! RUUUNNN!!

(She peels out as fast as her drumsticks will carry her, as do Spike and all the youngsters—with Zecora and Pip bringing up the rear. Twilight is the only one left in the clearing. Lightning crackles around the chariot driver’s head, now seen in close-up and swathed in a dark gray-green hood. Two eyes glow pure white under the horn and lowered brows, with an unsettling little grin under a mare’s nose. The rest of the face still appears as only a lightless silhouette, and the eyes and mouth fade from view once the lightning dies down. Snap to black.)

Act Two

(Opening shot: fade in to the Ponyville town square, where the merriment is in full swing. The stampede of the screaming Pinkie—up on her hind legs, with forelegs tucked in like a chicken’s wings—and young ponies draws a round of puzzled gazes, but these soon turn to worry and fear as a broad shadow casts itself over the area. A tilt up to the sky reveals that the thick clouds have spread to here as well, and the black flying chariot arrives right after them. As Twilight takes a cautious step forward, the driver leaps nimbly out and down to the street.)

(The first feature visible under the figure’s gray-green cloak is a set of four dark blue-violet hooves clad in light blue shoes, and the camera tilts up to frame the horned head as the hood is thrown back in time with a crack of lightning. Once it fades, the face of Princess Luna—Princess Celestia’s younger sister, not seen on camera since the end of “Elements of Harmony”—is exposed to full view. The small tiara set behind her horn is here, along with the lighter blue shadow on her eyelids, and the edge of her crescent-moon necklace can be seen under the cloak’s edge. However, four things have noticeably changed since that first appearance. One: the coat and mane have darkened noticeably. Two: the tiara and necklace have gone a deep blue, a whisper away from full black. Three: with the exception of the forelock, the entire mane has become a long, sparkly, translucent mass of hair that waves gently on its own as Celestia’s does. Four: the haughty gaze from those blue-green eyes indicates that any traces of fear or uncertainty from before are entirely gone.)

(Cut to a pan across the crowd, every member of which hits the deck for a deep bow, with one exception. Twilight gapes for a moment, then breaks into a smile.)

Twilight: Princess Luna!

(She starts forward, but the still-bowing Spike drags her down and puts a finger to her lips. Now Luna advances toward the group, her cloak breaking apart into a swarm of bats that flap away. Her tail has undergone the same change as her mane, and she has grown in height and become more slender. When she spreads her wings, they too are seen to be larger than before. One quaking pegasus mare dressed as a witch glances up just in time to find the royal pony standing over her. The small smile that comes over the latter’s face only serves to scare the bejesus out of her and every other pony in the vicinity. This shot reveals that the background splotch of her cutie mark has gone the same almost-black as her tiara and necklace.)

(Now Luna speaks, making one more change instantly obvious: her voice. Imperious, reverberating, and with enough volume to cause wind gusts that would capsize a battleship.)

Luna: CITIZENS OF PONYVILLE! (Cut to a mare braced against the ground on the end of this, then back.) WE HAVE GRACED YOUR TINY VILLAGE WITH OUR PRESENCE, SO THAT YOU MIGHT BEHOLD THE REAL PRINCESS OF THE NIGHT! (walking among them) A CREATURE OF NIGHTMARES NO LONGER, BUT INSTEAD A PONY WHO DESIRES YOUR LOVE AND ADMIRATION! (They slowly back away.) TOGETHER WE SHALL CHANGE THIS DREADFUL CELEBRATION INTO A BRIGHT AND GLORIOUS FEAST!

(Another lightning strike, after which a frightened Pinkie stands up.)

Pinkie: Did you hear that, everypony? Nightmare Moon says she’s gonna feast on us all!

(She and the foals voice a collective scream and clear out of the place, leaving only the still-prostrate adults and a very puzzled Princess. Luna now speaks at a volume closer to normal, non-reverberating, but with the same general tone.)

Luna: What? No, children, no! You no longer have reason to fear us! Screams of delight is what your Princess desires, not screams of terror!

(Close-up of one front hoof on the end of this; she brings it down hard enough to crack the ground, barely missing a mare’s nose and prompting a little whimper. Luna’s next look is directed behind herself, toward Mayor Mare.)

Luna: Madame Mayor— (stepping toward her) —thy Princess of the Night hath arrived!

(Close-up of a front hoof as she finishes, thrusting it toward Mayor Mare as if expecting her to kiss it; the latter instead sobs in fear and covers her face. Zoom out to frame the entire tableau, with Luna not noticing this reaction for a moment. It sits very badly with her when she does, and a bespectacled white mare in a devil cape, horns, and tail gets a hoof pointed at her next. Gasp; cower; cover the face.)

Luna: What is the matter with you?

(Her perspective, panning from this one to others in turn as she points. Same result; back to her, now greatly annoyed.)

Luna: (a bit petulantly) Very well, then! Be that way! (Twilight lifts her eyes a hair as Luna walks off.) We won’t even bother with the traditional royal farewell!

(Close-up of the intrepid violet unicorn as she gets all the way to vertical.)

Twilight: I’m gonna go talk to her.

(Before she can even manage two steps, a yank on her robe and an o.s. grunt point up Spike’s successful effort to stop her. Cut to him.)

Spike: You can’t talk to her! She’s Nightmare Moon! (Yank loose.)

Twilight: No, she’s not. I saw the Elements of Harmony change her back to good— (walking off) —but it seems like she’s having some trouble adjusting after being gone for a thousand years.

(Tilt down to the apprehensive little dragon, then dissolve to Twilight on the move through the forest. She looks around for a few moments and then stops short, the camera cutting to just behind her and panning along the shadow cast by the Nightmare statue. Luna sits on her belly in the shade, facing the stonework and lost in thought as she nudges a piece of candy toward it.)

Twilight: Princess Luna? (Close-up.) Hi. My name is—

Luna: (from o.s.) Starswirl the Bearded. (Cut to her, now up and facing Twilight.) Commendable costume. Thou even got the bells right.

Twilight: Thank you! Finally, somepony who gets my costume! (Luna stares uncertainly at her.) Uh…I just came to welcome you to our celebration. My actual name is—

Luna: Twilight Sparkle.

(Cut to a slightly uneasy Twilight, then back to Luna on the start of the next line. The wind kicks up in time with her voice as she slowly floats free of the ground, summoning a fresh mass of clouds to fill the sky.)

Luna: IT WAS THOU WHO UNLEASHED THE POWERS OF HARMONY UPON US AND TOOK AWAY OUR DARK POWERS!

(Twilight is blown a few feet backward before the gusts stop.)

Twilight: And…that was a good thing, right?

Luna: (landing before her) But of course. We could not be happier. Is that not clear?

Twilight: Well, you kinda sound like you’re yelling at me.

Luna: But this is the traditional royal Canterlot voice. It is tradition to speak using the royal “we” and to use THIS MUCH VOLUME WHEN ADDRESSING OUR SUBJECTS!

(The end of this line leaves Twilight wearing her beard sideways and her hat askew; after she gets both straightened out, she puts on the politest smile she can manage.)

Twilight: You know, that might explain why your appearance was met with… (Close-up of Luna; she continues o.s.) …mixed results. (Zoom out to frame her.) I think if you just changed your approach a bit, you might be met with a warmer reception.

(She has moved close to the ruler and put a hoof on her shoulder, but pulls it back upon getting a very funny look in return.)

Luna: CHANGE OUR APPROACH?

Twilight: Lower the volume.

Luna: Oh. We have been locked away for a thousand years. We are…not sure we can.

(Dissolve to the exterior of Fluttershy’s cottage, all of whose windows are dark. Twilight leads Luna toward the front door.)

Twilight: Don’t worry, Princess. Fluttershy can give you some great pointers. She’s delicate and demure, with the sweetest little voice.

(Cut to a close-up of the door as she knocks, then zoom out quickly to frame the pair. It stays closed, but Fluttershy’s panicked voice comes with enough force to nearly burst it off the hinges.)

Fluttershy: (from inside) Go away! No candy here! Visitors not welcome on Nightmare Night!

(Twilight manages an embarrassed little laugh in response to Luna’s dirty look, then addresses herself toward the door.)

Twilight: Fluttershy, it’s me, Twilight! (It opens slightly; Fluttershy peeks out.)

Fluttershy: It is you! (Her perspective, opening to expose Luna.) Oh, and Nightmare Moon.

(Back to her; she gets out a little gasp and her pupils constrict to terrified points within the big blue-green irises as the camera zooms in.)

Fluttershy: Nightmare Moon?!? (Scream; slam the door. Another forced laugh from Twilight.)

Twilight: (to Luna) Wait right here.

(She steps up, lets herself in, and closes the door. There immediately follows a loud, camera-shaking ruckus from within the cottage, followed by the door reopening and Twilight shoving a freaked-out pegasus onto the step.)

Twilight: (menacingly) Fluttershy… (Grunt.) …you remember Princess Luna.

Luna: (holding out a hoof) CHARMED!

(Fluttershy zips back inside, but Twilight levitates her through the doorway and turns her to face the blue-violet visitor.)

Fluttershy: (small voice) Likewise.

Luna: TWILIGHT SPARKLE HAS SPOKEN OF THE SWEETNESS OF THY VOICE! WE ASK THAT THOU TEACHEST US TO SPEAK AS THOU SPEAKEST!

Fluttershy: (even smaller voice, now huddling on ground) Okay.

Luna: SHALL OUR LESSONS BEGIN?

Fluttershy: (still softer) Okay.

Luna: SHALL WE MIMIC THY VOICE?

Fluttershy: Okay.

Luna: HOW IS THIS?

Fluttershy: (hastily) Perfect. Lesson over.

(She makes a break for the cottage, but Twilight is a bit quicker on the draw to kick the door shut. Fluttershy crashes into it face first, plastering herself across the boards with her mane and tail falling limp.)

Twilight: A little quieter, Princess.

Luna: HOW IS… (voice still raised a bit) …this?

Twilight: Better! Right, Fluttershy? (Fluttershy peels her head free.)

Fluttershy: (moaning woozily) Yes. (She falls off the door.)

Luna: (a bit softer still) How…about…now?

Twilight: Now you’re getting it.

Luna: (even softer) And…how about now?

Twilight: Yes! Well done!

(The former exile has now matched the normal speaking volume of a typical pony. Fluttershy, meanwhile, has made it up off the step and is reaching for the door handle when Luna’s telekinesis grabs hold and whips her over for a hug.)

Luna: AH, THANK THEE, DEAR FLUTTERSHY! OUR NORMAL SPEAKING VOICE SHALL SURELY WIN US THE HEARTS OF THY FELLOW VILLAGERS!

(The scared mare goes limp and gets flopped around like a rag doll during this line. Here comes Pinkie, leading Pip and the other youngsters toward the cottage.)

Pinkie: Fluttershy, you gotta hide us! Nightmare Moon is here and—

(She trails off into a shrill chicken squawk and a gasp, seeing Fluttershy sprawled bonelessly in Luna’s front hooves. Close-up of the slack yellow face.)

Pinkie: (from o.s.) She’s stolen Fluttershy’s voice so she can’t scream when she GOBBLES HER UP!

(Back to the gang on the end of this; she pops up into view for the last three words, then bails out. The others scream and scatter in short order.)

Luna: NAY, CHILDREN, WAIT! (catching herself) I-I mean…nay, children, wait! (She glances dejectedly back at Twilight.)

Twilight: Come on, Princess. Time for Plan B.

(Dissolve to the full moon, low and bright in the starry sky. The business ends of three catapults spring upward into view, each launching a small pumpkin in a whistling arc toward a bank of targets. A triple bullseye is met with a round of cheers as the camera pans to a group of nearby onlookers; meanwhile, the Act One dance has resumed and the band is doing its thing again. However, a shuddery moan from o.s. brings the music to an abrupt halt with the sound of a needle being yanked off a phonograph record. Pan in the direction of the moan to frame Twilight and Luna walking up through the crowd in the town square. Ponies bow and scrape before their advance, lowering Luna’s spirits considerably.)

Luna: It is of no use, Twilight Sparkle. (Close-up.) They have never liked us, and they never shall. (Pan to Twilight on the next line.)

Twilight: My friend Applejack is one of the most likable ponies around. I’m sure she’ll have some ideas.

(Cut to the apple-bobbing tub, which has been refilled. Pip teeters on the edge, trying to snag a floater, but loses his balance and starts to topple in with a yell. In a flash, Applejack is there to grab him by the hindquarters.)

Applejack: Whoa. Careful there, pardner.

(She sets him on the ground; he gallops off and she starts to walk in the opposite direction, but finds herself face to face with Luna after barely one step. A strangled yelp, and the four-legged scarecrow drops into a bow before Twilight arrives on the scene.)

Twilight: Uh… (clearing throat, bending down) Applejack? The Princess is looking for a little advice on how to fit in around here. (Applejack uncovers her eyes.)

Applejack: Fit in? Really?

(Soft growl from Twilight; she stands up to face the night ruler with some unease.)

Applejack: I mean… (chuckle) …that’s easy. All you gotta do is have the right attitude. (zipping around her) Just loosen up a bit, be positive, play a few games, have some fun.

Luna: Fun? What is this fun thou speakest of?

(Twilight and Applejack both gesture off to one side and she follows with her eyes. Cut to a close-up of a bowl filled with oversized toy spiders; the translucent mane waves into view behind this.)

Luna: (from o.s.) Pray tell… (Zoom out to frame her.) …what purpose do these serve?

(A huddled, shaking earth pony mare in a bee costume speaks up from the ground. This is Cherry Berry: bright pink coat, vivid yellow mane, cutie mark of two cherries, hooves over her eyes.)

Cherry: Try…to land the sp-p…sp-p-piders on the web!

(On the end of this, cut to just behind Luna and pan slightly to frame a large spiderweb woven between two poles a few yards away. She now balances one of the projectiles on her hoof, aims carefully, and lets fly; it lands short of the web and bounces squeakily to rest. Luna glances nervously behind herself toward Twilight and Applejack.)

Applejack: You can do it, Princess!

(The blue-green eyes narrow in fierce concentration, and her next throw sticks squarely at the web’s center.)

Luna: Ha! Your Princess enjoys this…fun! (turning to Twilight, Applejack) In what other ways may we experience it?

(A knowing look passes between the two. Dissolve to a close-up of a catapult’s basket; Luna loads in a pumpkin as the crowd watches, with Twilight and Applejack at the front.)

Twilight: Fire away, Princess!

(The two blue-shod front hooves push down on the basket and let it snap up, hurling the gourd high and far to score a perfect bullseye.)

Luna: Ha-ha! The fun has been doubled! (A hearty round of cheers from the spectators.)

Applejack: Why don’t you try bobbin’ for apples? We got the best apples in Equestria here, Princess.

Luna: I ask that thou call us…me…Luna, fair Applejack. (close-up; to the crowd) Hear me, villagers! All of you, call me Luna!

(Zoom out on the end of this to frame a few of them, then cut to a pan across the group, now murmuring excitedly at this pronouncement. The two locals escort her toward the tub.)

Luna: Show me to these bobbing apples.

(She stops short, her eyes popping in shock; cut to the tub and zoom in. Pip has again balanced on its edge and is starting to fall.)

Pip: Whoa!

(This time, he tumbles in and Luna is on the move before Applejack can even get her mouth closed.)

Pinkie: (from o.s.) Hey, gals.

(As the apple wrangler looks over her shoulder, the camera pans to frame Pinkie and the other candy collectors a short distance across the square.)

Pinkie: Anypony seen Pip? We lost him the last time we had to run—

(A sudden shocked squawk; cut to the tub, where Luna has grabbed a fold of Pip’s clothing in her teeth and hoisted him out.)

Pinkie: (from o.s, with a yelp) Nightmare Moon is gobbling Pipsqueak! (Back to her.) EVERYPONY RUUUNNN!!

(Scream. Bug out. Colts and fillies do likewise.)

Pip: HEEELLLP!! (pulling free, galloping off) My backside has been gobbled!

Luna: (incensed) ’Tis a lie! Thy backside is whole and un-gobbled, thou ungrateful whelp!

(A lightning strike throws her grimace and widened eyes into sharp relief. It also throws a good fright into quite a few of the onlookers; as they back away slowly, she tones herself down again.)

Luna: Fair villagers, please do not back away! Let us join together in…fun!

(No dice; she looks around, notices a toy spider from the throwing game, and picks it up in her teeth. This is tossed over to the scared mares, who recoil when it hits the ground nearby.)

Luna: Not enough fun for you? What say you to this?

(A blast from her horn turns the plaything into an actual spider with two pairs of red eyes; the ponies scream and flee as it begins to scuttle away. Her next shot hits the whole bowl of toy spiders and brings them to life, and Cherry faints as they swarm over her. Instead of chewing her to pieces, though, they scurry downrange and onto the web to gather at its center. Her eyes are open in this shot—medium violet.)

Luna: (fiercely pleased) Huzzah! How many points do I receive?

(Not one word from the stunned locals. Carrot pops up screaming, with a spider on her head, and gallops off at full speed; all the others scatter an instant later.)

Luna: Do not run away!

(Daisy crashes into a barrel of apples, upsetting it and knocking herself out.)

Luna: As your Princess, we command you!

(Two other ponies collide head-on; next a popcorn cart takes a hit. The giant wrapped-candy decoration mounted on its canopy falls loose and starts rolling through the square, adding to the general panic. Luna cringes as lights and banners come down, then gathers herself in a close-up; zoom out on the next line as she lifts a foreleg and lightning rips the sky.)

Luna: BE STILL!!

(These two words reverberate in the air far longer than any others she has delivered in her royal Canterlot voice. An overhead shot and zoom out frames the commoners ringed around her, scared out of their wits and bowing so low they could be mistaken for throw rugs. Once the accompanying wind has died down, Twilight takes the big gamble and gets up first.)