THE CRYSTAL EMPIRE—PART ONE

Written by Meghan McCarthy

Produced by Sarah Wall, Devon Cody

Story editing by Meghan McCarthy

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Note:                Unless specifically stated otherwise, all mentions of ponies in this episode

                refer to “crystal ponies” – identical in appearance to earth ponies, except for

                having polygonal highlights in their eyes’ pupils instead of round ones.

Prologue

(Opening shot: fade in to a long shot of Canterlot during the day. Zoom in slowly and dissolve to the throne room within Canterlot Castle. Princess Celestia sits on her throne, using a levitated quill to sign a stack of documents that are being magically held in front of her by a bespectacled unicorn mare secretary. Two pegasus guards stand watch before the throne, one on either side of the red carpet leading up to it. The sound of an opening door draws the attention of all four as the camera zooms out slightly; cut to the room’s entrance, where a third guard has just burst in.)

Guard 1: (galloping up) News from northern Equestria! (stopping, bowing) Uh…Your Highness.

Celestia: Yes? (He removes his helmet.)

Guard 1: I am simply to tell you that…it has returned. (She gasps and turns to the guard on her right.)

Celestia: (with sudden urgency) Find Princess Cadence and Shining Armor.

Guard 2: (bowing) Yes, Your Highness.

(All three guards bug out, and she floats a quill and scroll up and begins to write.)

Celestia: (dictating) “My dearest Twilight…” (Long overhead shot, zooming out slowly.) “…you must come to Canterlot at once.”

(Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to the exterior of the library. Twilight Sparkle’s panicked breathing and hustling hoofbeats can be heard clearly from this distance.)

Twilight: (from inside, moaning) Where are all my quills?

(Cut to the reading room; Spike stands here, a bag at the ready to catch her gear. The freaked-out unicorn pokes her head into view briefly with another moan and gallops away, stopping at a shelf that holds a cup full of the writing tools. She floats them up and sends them off to one side; quick pan to Spike, who has to jump to catch them in his bag, the nibs punching through the cloth. Now Twilight floats several books past herself, quickly checking their covers.)

Twilight: No…no…no…no…no…ugh! (galloping off) I need The Magical Compendium, volumes one through thirty-six!

(On the second half of this line, cut to just inside the front door, where Applejack, Fluttershy, Rainbow Dash, and Rarity have come in. Spike, nearby, scurries across the room.)

Twilight: (from o.s.) Where is it?!?

(The apple farmer and the dressmaker trade a worried glance from the corners of their eyes; meanwhile, Twilight magically yanks all the books off a shelf and unearths a single monster tome. Laid flat, it is wide enough to fill the entire width and height of the shelf on its own, and the sign of it causes her jaw to drop in happy surprise. One very apprehensive baby dragon watches it float overhead and raises his arms to catch it—in vain, as it crushes him to the floor when Twilight lets it drop. He tries to heave it off, but the weight slams back down on him. She eyes the book for a moment, then gets a new idea.)

Twilight: Flashcards! (banging hooves together, galloping away) I should make some flashcards!

(Arriving at a drawer, she magically opens it and levitates out several stacks of blank cards.)

Twilight: (floating them over shoulder) Spike, I’m gonna need you to quiz me…

(Cut to him, struggling to extricate himself from underneath the huge book.)

Twilight: (from o.s.) …on everything. Everything I’ve ever learned… (He pops loose.) …ever!

(Just in time to catch the cards; cut to frame both, Twilight, thinking hard.)

Twilight: That isn’t gonna be enough cards.

(Her next rush takes her past the other four ponies; she begins to root around somewhere else.)

Spike: (setting cards down) Twilight, calm down. It’s just a test. (She snaps upright.)

Twilight: (over shoulder) Just a test?

(He realizes, a split-second too late, that this may have been the most inappropriate response to give to a unicorn who has spent most of her life in academics. Her sudden lunge into his face confirms it.)

Twilight: JUST A TEST?!? (backing him up slowly) Princess Celestia wants to give me some kind of exam, and you’re trying to tell me to calm down because…it’s just a TEST?!?

(Spike reaches o.s. and produces a steel army helmet and a trio of pillows lashed together; these go on his head and around his midsection, respectively.)

Spike: Uh…yes?

(Too little, too late. The violet mare’s grimace and the glow around her horn both intensify to dangerous levels.)

Applejack: (to Rarity) I’d say she’s handlin’ things pretty well…considerin’.

(Cut to a long shot of Ponyville. In time with Twilight’s prolonged groan, the entire library bursts free of the ground, rockets up to perhaps twice the height of the town hall, and slams back down to earth in a cloud of dust. From here, dissolve to a stained-glass window within the Canterlot Castle throne room, displaying Shining Armor and Princess Cadence. Their bodies and tails are bent into the heart outline that they briefly assumed when casting the spell to drive all the changelings out at the end of Part Two of “A Canterlot Wedding.” On the start of the next line, zoom out and tilt down slowly to frame both Celestia and Princess Luna standing in front of it; they speak in hushed tones throughout the next five lines.)

Luna: Are you sure you don’t want me to go as well?

Celestia: Yes. Princess Cadence and Shining Armor are already there. The others will be joining them soon.

Luna: The Empire’s magic is powerful. It cannot fall again, my sister.

Celestia: She will succeed at her task. And when she does, we’ll know that she is that much closer to being ready.

(The sound of a throat being cleared is heard from o.s.; pan to frame Twilight, entering through the door at the far end. A close-up frames her nervous expression, which she quickly forces into a smile, and the overstuffed saddlebags on her back. Luna aims an uneasy glance at her older sister.)

Celestia: (as Luna exits) Trust me, little sister.

Twilight: You wanted to see me? To give me a test?

(Luna gives her the briefest sidelong look as the two pass on the red carpet.)

Twilight: (levitating bags) I brought my own quills, and plenty of paper to show my work.

(As soon as the luggage hits the floor, the contents erupt in all directions and one particularly long parchment unrolls over the several yards between herself and Celestia.)

Twilight: (panicked, starting to roll it up with nose) Sorry, sorry!

Celestia: (magically rolling it up) This is a different kind of test.

(It is quickly returned to her bags, along with the other spilled items.)

Celestia: The Crystal Empire has returned. (Twilight’s pupils/irises contract to points.)

Twilight: The Crystal Empire? (She floats out four books and eyes them.) I’m sorry, I…I thought I’d studied. (flipping through one) Oh, I don’t think there’s anything in any of my books I—

(On the end of this line, Celestia’s magic pulls the other three away unnoticed and the camera cuts to her.)

Celestia: (calmly) There wouldn’t be.

(She turns away toward the throne; Twilight looks up, hopelessly perplexed.)

Celestia: Few remember it ever existed at all.

(The camera pans slightly on the end of this line to frame a large, elongated gem balanced on its small end underneath a bell jar on a pedestal. A close-up shows it to be light violet, not too different from the color of Twilight’s coat; the covering is levitated away, followed by the gem itself. Cut to Twilight as it is floated down to stand front of her.)

Celestia: (from o.s.) Even my knowledge of the Empire is limited.

(A burst from her horn causes it to generate a translucent, glowing image of a realm on a large circular plain, with the gem at the center. Streets run toward it from the edge, with other roads connecting one to the next at angles to form a giant star. The lights in the throne room dim as Twilight backs up a few steps; next, a beam shoots upward briefly from the gem, creating the image of a tall, slender castle built from the same material and resting on a set of arches. Cut to frame all of the projection, with Twilight and Celestia standing diametrically opposite each other.)

Celestia: But what I do know is that it contains a powerful magic.

(Ground-level close-up: two foals trot happily through the streets as their parents nuzzle affectionately.)

Celestia: (from o.s.) One thousand years ago, King Sombra… (Tilt up to frame Twilight.) …a unicorn whose heart was black as night…

(A shadow steals over the miniature realm as jagged rock formations of a dark, ulcerous gray spring up.)

Celestia: (from o.s.) …took over the Crystal Empire.

(The central castle is similarly affected, and on its pinnacle appears the head of a grim unicorn stallion. Dark gray coat; fierce, reptilian red eyes with green whites; red-glowing, upward-curved horn; billowing black mane/tail, the first held back by a spiked steel crown. A few locks hang down past his ears, and the crown has attached black guard pieces for nose and cheeks, the former fitting closely around the base of his horn. As King Sombra grimaces, green flames edged with purple kindle in his eyes and the camera zooms in quickly through one of them until the glare fills the screen.)

(Fade in to frame him in the flesh, standing on a balcony of the castle. A broad steel collar protects his neck and chest, armor plates of this material are strapped to each lower leg, and a regal crimson robe covers his back. The flames streaming from his eyes are matched by the ones licking at the balcony around him as he grins savagely, and the sky is a diseased yellow-brown. Cut to a long shot and tilt down to ground level; here, ponies trudge along, each wearing shackles on his/her forelegs and a collar with a chain that links one to the next.)

(Now the camera cuts to Celestia and Luna, seen in silhouette with eyes blazing white and the outlines of their cutie marks visible behind them. Both warm up their horns.)

Celestia: (voice over) He was ultimately overthrown, turned to shadow, and banished to the ice of the arctic north.

(During this line, they uncork a double blast that engulfs Sombra, stripping away his regalia/armor and disintegrating his body before the view fades to white. It resolves into an extreme close-up of his bellowing face as he falls away from the camera into an icy abyss, whose sides quickly slam together to hide him from sight. Dissolve to a close-up of a thoroughly befuddled Twilight in the throne room. As Celestia continues, the camera zooms out to rest near her gem, which still stands at the center of the now-restored projection.)

Celestia: (from o.s.) But not before he was able to put a curse upon the Empire. (Overhead view of both.) A curse that caused it to vanish into thin air.

(The image does exactly that and the normal lighting is restored. Twilight shuts her eyes against the brightness, while Celestia levitates the gem up toward the ceiling.)

Celestia: If the Empire is filled with hope and love…

(Close-up of it. As she continues, she hits it with a beam and a rainbow of colors washes over the room, the camera zooming out to frame both.)

Celestia: …those things are reflected across all of Equestria. (grimly) If hatred and fear take hold…

(Her eyes go the same lurid green as Sombra’s whites, emitting their purple haze as well, and a beam of the latter color lances upward from her horn as the lights dim and go gray. When the energy hits the crystal, it takes on the unhealthy gray hue seen in the playback and its shadow stretches across the floor to stop a short distance away from Twilight. As she watches, dumbfounded, a formation of jagged gray crystals springs up from the point; two others sprout as well to hem her in. The hovering Celestia uses her normal magic to shatter the barricade and restore the lights, then settles onto her hooves.)

Celestia: Which is why I need your help finding a way to protect it.

Twilight: (softly) You want me to help protect an entire empire?

Celestia: (replacing/covering gem on pedestal) It is, as I said, a different kind of test… (Cut to Twilight and zoom in; she continues o.s.) …but one I’m certain you will pass.

(The faithful student’s indecision lasts only for a moment and gives way to a burst of resolve.)

Twilight: How do I begin?

Celestia: (walking past her toward door) By joining Princess Cadence and Shining Armor in the Crystal Empire.

Twilight: (smiling) My brother is there?

Celestia: He is. (Twilight hurries to catch up.) And your Ponyville friends will join you there as well. (Cut to just outside the door as they approach.) I have every confidence you will succeed.

(A closer shot; now Luna can be seen, standing partially in view just beyond the doorframe.)

Celestia: And when you do, I’ll know you are ready to move on to the next level of your studies.

(Twilight glances off toward Luna, who aims a searching, half-distrustful stare down that causes her to wilt noticeably.)

Twilight: But what if I fail?

Celestia: You won’t.

Twilight: (panicking) But what if— (A gold-shod hoof laid gently on her chest stops her.)

Celestia: You won’t. (Twilight plods away.) But, Twilight…

(She stops. Cut to a head-on view of both sisters, the outlines of their cutie marks shining behind them. Zoom out slowly.)

Celestia: …in the end, it must be you and you alone who ultimately assists Princess Cadence and Shining Armor in doing what needs to be done to protect the Empire. (Cut to Twilight, cutie mark similarly displayed; she continues o.s.) Do you understand?

Twilight: (firmly) Mmm-hmm.

(Back to Celestia and Luna, now standing just inside the throne room doors.)

Celestia: Then go. There is no time to lose.

(She magicks them shut, leaving Twilight outside; the unicorn frowns a bit as she walks away. Cut to Spike, sitting sullenly on a flight of steps outside the castle. His breath catches in his throat at the sound of her descending hoofsteps.)

Spike: Twilight! That was fast. Let me guess—you got a perfect score! (She walks off silently; he catches up.) A-minus? (Nothing; he stops.) B-plus?

(She stops a few steps away from him; he voices a shocked little grunt.)

Melancholy piano/string melody, slow 4 (G major)

Spike: Twilight…did you…fail?

Flute in

Twilight:                I was prepared to do my best

                        Thought I could handle any test

(He runs toward her, smiling.)

                        For I can do so many tricks                        

(Zoom out slowly.)        But I wasn’t prepared for this

Slightly more upbeat tone but still wistful (faster 4)

(The view dissolves to a slow tilt up through the heights of Canterlot, then to a busy street, and pans to Twilight and Spike approaching a café. A waiter serves tea to a customer; both are surprised to see the pot and cup float up under her control and the pot pour out.)

Twilight:                Levitation would have been a breeze

                        Facts and figures I recite with ease

Music stops

(Close-up of her under a window; zoom out to the sound of chalk on a board.)

Twilight: The square root of five hundred and forty-six is twenty-three-point-three-six-six-six-four-two-eight-nine-one-zero-nine.

(Pan quickly to another window, through which a gray-coated, white-maned, bespectacled earth pony stallion professor in a tan sweater can be seen writing this calculation on a blackboard.)

Professor: (dropping chalk) She is correct!

Music resumes

(Twilight sweeps a dumbfounded Spike up in her forelegs and spins him around while standing on her hind ones.)

Twilight:                                 I could ace a quiz on friendship’s bliss

(dropping him, galloping away)        But I wasn’t prepared for this

(She stops at a parapet and gazes over the landscape spread before her; the wind picks up, blowing her mane/tail out ahead of her.)

Gradually building intensity to end (E major, modulating to D major)

Twilight:        Will I fail, or will I pass?

I can’t be sure

Spike:                She can’t be sure

(Turning away, she reaches a small stream and deftly teleports from one lily pad to another along its surface.)

Twilight:        My mind is sharp, my skills intact

My heart is pure

Spike:                 Her heart is pure

Horns in

(Dissolve to Twilight at a street corner; she capers a bit.)

Twilight:                        Oh, I’ve taken my share of licks

(Spike does the same.)                I’ve made it through the thin and thick

(Dissolve back and forth between them.)

Twilight:                        But no, I wasn’t

Spike:                                Oh, no, she wasn’t

Twilight:                         Oh, no, I wasn’t

Spike:                                Oh, no, she wasn’t

(To Twilight again, zooming out to a long shot of all of Canterlot.)

Twilight:                        No, I wasn’t

Twilight, Spike:                Prepared for this

Song ends

(Dissolve to a down-in-the-dumps Twilight, trudging onto the platform at the train station. Spike hurries to catch up, then stops short.)

Spike: Uh, prepared for what, exactly?

(Cut to Twilight and pan slightly to frame Applejack, Fluttershy, Rainbow, and Rarity now on the platform as well.)

Applejack: Twilight!

(One cheerful leap brings her close enough to clap a foreleg across the unicorn’s shoulders.)

Applejack: Uh, did you pass?

(Cut to the stopped train. Pinkie Pie emerges onto the platform, pushing her party cannon with her head and knocking Spike aside. Its fuse is lit.)

Pinkie: (pointing it skyward, hunkering, covering ears) Are we gonna celebrate your awesomeness with Princess Celestia?

(The artillery goes off in a burst of confetti and streamers, and she jumps up to hang in midair.)

Twilight: (from o.s.) Not quite.

(The pink pony drops back to the planks and the discharge sucks itself back up into the cannon, whose barrel swings down again. Close-up of Twilight, zooming out slowly to frame her other four friends looking on.)

Twilight: We’re going to the Crystal Empire!

All others but Pinkie: Huh?

Rainbow: (among others’ murmurs) Crystal what?

(Snap to black.)

Act Two

(Opening shot: fade in to a train chugging its way through a most unforgiving snowscape: gray sky, bitter winds slinging flakes every which way, ground and mountain peaks thickly blanketed. Dissolve to a train station platform as it pulls in; when the doors of one car slide open, Twilight and company emerge reluctantly, with all but Rarity hunching or shielding themselves against the cold. The white unicorn hangs back for a moment, a white-trimmed pink scarf around her neck and a very smug look on her face.)

Rarity: Ha! And you all made fun of me for packing so many scarves.

(She steps off, followed by Spike—who has drawn the thankless job of toting the huge stack of her full-to-bursting luggage.)

Spike: (grunting) I didn’t say a word.

(He slips, dumping the lot onto the platform; one big case bursts open and several scarves flutter away in the wind.)

Spike: (chasing them, between grunts) Hey!…Come here!

Shining Armor: (from o.s.) Twilight!

Twilight: Shining Armor?

(Her older brother emerges from the haze of snow and fog, clad in a thick gray scarf hiked up to cover his mouth and a matching pair of goggles with slits cut for his eyes. He uncovers his face with a hoof and a bit of telekinesis.)

Shining: Twilie! (The goggles land on his forehead.) You made it!

(They gallop toward each other and embrace, but only for a moment.)

Shining: We’d better get moving. There are things out here we really don’t want to run into after dark. (Fluttershy swallows and glances nervously toward Applejack and Rainbow.)

Fluttershy: What kind of things?

Shining: Let’s just say the Empire isn’t the only thing that’s returned.

(Spike joins the five mares on the platform, having corralled Rarity’s runaway neckwear. Dissolve to the group on the move through the snow, with Shining walking point; he and Twilight raise their voices over the relentless winds.)

Shining: Something keeps trying to get in! We think it’s the unicorn king who originally cursed the place!

Twilight: But Princess Celestia said I was being sent here to find a way to protect the Empire! If King Sombra can’t get in, then it must already be protected!

(The wind chooses this moment to sound off, a sepulchral moan that stops them all cold.)

Fluttershy: (gasping) It’s one of the things, isn’t it? (Shining groans impatiently to himself.)

Shining: We have to get to the Crystal Empire! Now!

(Behind the group, a pillar of dark gray murk erupts from the ground, darkening to black and emitting a low growl as Sombra’s red, violet-fuming eyes open within it. Spike, paralyzed with fear, finds himself being levitated away by Shining; Rarity’s luggage hits the deck, forgotten, and all eight get moving—Rainbow flying, the rest on leg-power. Twilight risks a quick backward glance, then scoops the baby dragon up with her head so that he lands on her back.)

Twilight: Go! Go!

(Sombra’s shadow closes in before the camera cuts to the group’s perspective—a large, light silver-blue, glowing dome stands at a distance ahead.)

Shining: Almost there!

(Back to them. All but Shining race ahead as he stops and wheels to face the pursuing specter, firing a beam from his horn. Sombra easily splits his insubstantial form to avoid the shot and dives, the camera shifting to ride with him down toward the guard captain. The vapors quickly black out the screen. Fade in to an extreme close-up of Twilight’s rump, which pulls away as she and the rest of the crew fly/gallop toward the glowing dome. The camera follows them to the barrier, where they pass through and vanish from sight, and the view fills with its radiance. Rarity has lost her scarf by this point.)

(From here, fade in to a patch of grassland, seen from ground level as Twilight and Applejack step into view. Zoom out as Fluttershy and Rainbow half-stumble up as well; all four are badly out of breath from the sub-zero wind sprint they have just completed. Above them, the sky is a tranquil blue, with only a few wisps of cloud visible.)

Twilight: Everypony okay?

(General assent from the others; cut to an unoccupied bit of grass. There is the sound of something passing through the barrier, and said something lands a moment later—Shining Armor, his scarf and goggles gone and a crust of dark gray crystals covering nearly all of his horn, leaving only the base exposed. As he rubs his head dazedly, Twilight hurries over to him, letting Spike drop off her back.)

Twilight: Oh, no! (taking his front hoof) Shining Armor! Your horn!

(Close-up of it as he tries to get a spell going; the glow cannot go up into the covered area, though, and he powers down as the camera zooms out to frame both siblings. It takes them a moment to fully realize the situation, after which they head back toward the others. Cut to behind the other five mares, now standing between two pillars of bright pink crystal and looking ahead.)

Pinkie: Sparkler-rific!

(As she says this, zoom out to frame, not too far in the distance, a city whose centerpiece is the castle in Celestia’s holographic replay from Act One. Surrounded by buildings fashioned from crystals of various hues, it glows brightly under the peaceful sky. Three lozenge-shaped blue gems float between the two pillars, which stand on either side of a road leading in. Dissolve to a long shot of the glimmering castle’s upper reaches and tilt down slowly toward ground level.)

Rarity: (from o.s.) It’s gorgeous! (The group comes into view.) Absolutely gorgeous!

(They are walking along a broad avenue paved with mirror-smooth crystal and proceeding toward the castle; the arches on which it rests allow a view of the far side of the realm. Directly ahead, at a main intersection or square beneath the castle, a huge snowflake design is set into the street. Rarity gibbers blissfully for a moment before the camera cuts to her, stars in eyes.)

Rarity: There are no words! (Zoom out; Applejack touches her shoulder.)

Applejack: Focus, Rarity. We’re here to help Twilight, not admire the scenery. (She starts away.)

Rainbow: Uh, I don’t see what the big deal is. Just looks like another old castle to me.

Rarity: (spluttering) Another old—?! (getting in Rainbow’s face) Have you lost your mind? Look at the mag—

(Rainbow snickers in response, joined by Applejack, and the two give each other a high five. The group has now reached a flight of steps leading up to the castle entrance.)

Rarity: (sheepishly) Very funny.

(She brings up the rear. Zoom out slightly and dissolve to a long shot of the throne room, which is done out with crystal facets in varying shades of ice-blue, and zoom in on the throne itself. Princess Cadence sits here, half-slumped over, and a close-up picks out her drawn, weary face. She has her horn going steadily, its glow a perfect match for the barrier that the group passed through to get here, and her head droops a bit before the Ponyville seven enter. Shining is not with them.)

Twilight: Cadence!

(Cadence’s face brightens instantly, and the sisters-in-law meet on the red carpet—actually more pink than red here.)

Cadence: Ooh!

Twilight:, Cadence:                Sunshine, sunshine, ladybugs awake!

                                Clap your hooves and do a little shake!

(Accompanied by the dance they did during Twilight’s fillyhood flashback in Part One of “A Canterlot Wedding.” The giggling that follows is broken off when Cadence suffers a brief spasm and the blue sky outside momentarily flickers back to the slate-gray of the surrounding blizzard.)

Cadence: One of these days, we need to get together when the fate of Equestria isn’t hanging in the balance. (Sigh.)

Twilight: Are you okay? (Shining steps up behind Cadence.)

Shining: Cadence has been able to use her magic to spread love and light. That seems to be what is protecting it. (Cut to Twilight; he continues o.s.) But she hasn’t slept. Barely eats. (The couple again.) I want to help her, but my protection spell has been countered by King Sombra.

Cadence: It’s all right, Shining Armor. I’m fine.

Shining: She’s not fine. She can’t go on like this forever. And if her magic were to fade… (Cut to Twilight; he continues o.s.) …well, you saw what’s out there waiting for that to happen.

Twilight: That’s why we’re here. (Hoofsteps approach.)

Applejack: (from o.s.) Why we’re all here.

(Twilight turns happily toward the sound; zoom out as the rest of the crew walks up.)

Other mares, Spike: Mmm-hmm!

Shining: Well, with Cadence putting all her strength into keeping her spell going, and me trying to keep an eye on signs of trouble in the arctic, we haven’t been able to gather much information from the crystal ponies. (Rarity snaps up to her hind legs, front hooves on cheeks.)

Rarity: (ecstatically) Crystal ponies?!?

(She gets out an overexcited gasp and giggle before pulling her mane down straight behind her ears.)

Rarity: There are crystal ponies?

(It takes a second for the very puzzled looks from Applejack, Fluttershy, Pinkie, Rainbow, and Spike to sink in; finally she lets go of her mane and pats it into place, settling back to all fours.)

Rarity: Um… (clearing throat quietly) …please, continue.

Shining: But we have to believe one of them knows how we can protect the Empire without having to use Cadence’s magic.

(Cut to Twilight and zoom in on the end of this; she thinks hard, then gets an idea.)

Twilight: A research paper!

Shining: Huh?

Twilight: That must be part of my test! (pacing, with growing excitement) To gather information from the crystal ponies and deliver it to you!

(She ends this line by leaning toward her brother and poking a hoof into his chest.)

Twilight: This is gonna be great! (trotting away) I love research papers!

Rainbow: (sardonically, nudging Pinkie in ribs) Yeah. Who doesn’t?

Pinkie: Oh, oh, oh! Let me guess! (She zips away and grabs Spike.) Is it Spike? (dropping him, pulling in Fluttershy) No, no, no! Fluttershy! (grabbing…) Rarity?

Twilight: Don’t worry, big brother. (She hugs him and winks.) I am really good at this sort of thing.

(Dissolve to a stretch of sky, the camera pointing up between a couple of buildings, and tilt down toward ground level.)

Twilight: (from o.s.) Are you sure?

(Stop on a long shot of her and Spike, standing on a house’s front stoop to address the mare who has answered the door.)

Twilight: Absolutely sure?

(Close-up. The mare in question has a dull blue-gray coat, a lank mane/tail in several darker shades of this color, and a single leaf as a cutie mark. Her voice and drooping ears broadcast listlessness loud and clear. The dull colors and limp ears, manes, and voices will be shared by all residents until further notice.)

Mare 1: I’m sorry. I wish I could help you. But I can’t seem to remember anything before King Sombra came to power.

(His narrowed eyes superimpose themselves briefly over the scene, causing her to wince and pop her eyes wide for a moment.)

Mare 1: And I don’t want to remember anything about the time he ruled over us. (Shudder.)

Twilight: (to Spike) King Sombra’s spell must be why their coats aren’t…crystal-y.

Mare 1: Have we really been gone a thousand years?

Twilight: Yes.

Mare 1: It feels like it was just yesterday.

Twilight: If you think of anything, even the smallest thing…

Mare 1: Of course.

(She backs into her house and closes the door.)

Spike: Well, that was a total bust. (He and Twilight descend the stoop.)

Twilight: Maybe the others are having better luck.

(Wipe to Rainbow in another street and haranguing a mare: pale off-white coat, mane/tail in several shades of pinkish-violet, eyes of this same hue, a blooming flower as a cutie mark.)

Rainbow: A way to protect the Empire. (hoisting her briefly onto hind legs) You know anything about it or what?

Mare 2: (trudging away) I wish I could help you, really.

(The impatient pegasus glares after her and speeds ahead to cut her off.)

Rainbow: Come on! (punching/kicking at air) You’ve gotta know something!

Mare 2: But…I don’t have any information.

(Exit; Rainbow claps a disgusted hoof to her own face. Dissolve to a third mare plodding past Fluttershy in the street; on the next line, an equally downcast stallion walks by as well.)

Fluttershy: Oh, um, excuse me…oh, hello. Um, I was just wondering…

(Neither one pays her any mind, so she turns her attention to a mare and stallion slumped over a table at a café across the street. Suddenly irked, she marches over, hovers in front of the table, raises a hoof as if to strike them—and then goes right back to her usual timid self.)

Fluttershy: Oh, oh, that’s okay. (backing away) Um, you all look really busy.

(Her nervous little laugh is immediately followed by the leaping arrival of Pinkie, who bounds up toward a rooftop and out of view. She has donned a dark gray sweater and a matching hood that leaves only her eyes, ears, and part of her mane exposed, and a pair of goggles rests on her forehead. Pan/tilt quickly up to her high perch, where she sticks her head up.)

Pinkie: (softly, fiercely) Time to gather some intel.

(Duck away, then slip over the edge while holding onto a rope so she can rappel down. Cut to a mare and stallion conversing at a distance from the castle. She: magenta coat, pinkish-gray mane, blue eyes, cutie mark partially cut off by the screen’s bottom edge. He: gray coat, darker gray mane, brown eyes, bow-and-arrow cutie mark.)

Mare 3: It just feels like something is missing.

Stallion: I know. It looks the same, but it doesn’t feel the same.

Pinkie: (from o.s., whispering) Because it isn’t!

(She descends into view, hanging upside down from her rope; both gasp.)

Mare 3: A spy!

(They bail out as Pinkie falls loose with a scream and thuds to the street. She gets up in time to see them gallop away.)

Pinkie: A spy? How did they know? (Glance toward forehead.) Ah! Must have noticed my night-vision goggles.

(She flips them down into place on the end of this.)

Pinkie: (gesturing around, hovering a bit) Ooooh, night-vision-y.

(But perhaps not so good for daytime use, as she discovers when she starts to bound away and runs flat into a crystal lamppost, knocking herself out. Wipe to a white-ringed fantasy view of Rarity trotting down a street, every part of her body now translucent and sparkling, with contours to suggest facets of a crystal sculpture. After a few steps, she stops and tosses her head with a cheerful little hum. The curl that normally hangs down past her head is bound up behind it, and she has added a pair of long, dangling earrings.)

Rarity: And when you flip your mane, it simply must create a rainbow of color.

(A blissful sigh, and reality asserts itself in a quick flash of white. The fashion-conscious unicorn is back to her old self, standing before several of the previously seen ponies at a street corner.)

Rarity: Wouldn’t I look just magnificent? (adjusting mane) So sparkly!

(She giggles to herself, so lost in the makeover idea that she does not even notice the locals bailing out on her. Dissolve to a long shot of the area underneath the castle’s support arches; a few members of Twilight’s group are gathering, and a close-up picks out her, Applejack, Rarity, and Spike. Rainbow swoops down and lands with a sigh; close-up of her.)

Rainbow: I got nothing so far. (Pan to Rarity; she snaps out of her daydream.)

Rarity: Oh, me neither.

(Now Fluttershy joins the gathering, all the while glancing warily over her shoulder. The yellow pegasus surprises Twilight and Spike by unzipping her own skin to reveal Pinkie underneath, now out of her spy gear. She lets the disguise crumple to the ground and leans close to Twilight.)

Pinkie: (whispering) My cover has been blown. (leaning over her) I repeat, my cover has been blown! (She zips away.)

Twilight: (puzzled) Oo-kay.

(Here comes the real Fluttershy followed by Applejack, the former panicking for a moment as she steps onto Pinkie’s discarded outfit.)

Applejack: Sorry, Twilight. These crystal ponies seem to have some kinda collective amnesia or somethin’. Only thing I was able to get out of ’em was somethin’ about a library.

(Twilight reacts to this last as if Applejack has just said the secret word on You Bet Your Life. Surprise gives way to a happy gasp as the camera zooms in to an extreme close-up and the background fades to a starry night.)

Twilight: A library? (Normal view; she grabs Applejack’s cheeks.) Well, why didn’t you say so?

Applejack: Uh…thought I just did.

(The bookworm unicorn backs off and gallops away, with the earth pony trotting after. Dissolve to the seven visitors on their way up the front steps of this facility, which sports a carving of a book on the arch over the front doors. A statue of a griffon stands on either side of the steps. Zoom in slightly and cut to an extreme close-up of the doors, which swing open in a gleam of light to expose a vast hall filled with shelf upon shelf of books. Tilt down slowly to the sound of the o.s. Twilight’s gasp until she comes into view on one of the staircase landings.)

Twilight: (breathlessly) I just…I don’t even know what to… (The others walk up.) …there are no words.

(Zoom out to frame an elderly mare in the foreground as she clears her throat. Light gray coat and mane/tail held back with gold bands, violet eyes behind gold-framed glasses on a chain around her neck, scroll cutie mark.)

Librarian: May I help you? (They step over to her.)

Twilight: Yes. We’re looking for a book.

Librarian: (gesturing to shelves) We have plenty of those.

Twilight: (awestruck, turning in place) You do. You really do.

Applejack: We’re lookin’ for a history book. Somethin’ that might tell us how the Empire mighta protected itself from danger back in the day.

Librarian: Yes. Of course. (scratching chin) History, history… (smiling) …ah, yes!

(Big squeaky grin from Applejack, with the rest not too far behind. The librarian maintains her polite smile long enough for Twilight to get uneasy and drop her own.)

Twilight: Which is…where, exactly?

Librarian: (no longer smiling) I…I can’t seem to remember. I’m not sure I actually work here.

(Rainbow slaps a hoof to her face and pulls it down with a frustrated groan.)

Twilight: We’ll just take a look around. (General move out.) I’m sure we can find it on our own.

Librarian: Let me know if you find anything.

(Pinkie has stayed in place and watches her walk away.)

Pinkie: I like her!

(She heads off after the others. Dissolve to a pan across Rarity and Pinkie inspecting the shelves—the former walking their length, the latter sitting on her haunches amid stacked books. The next cut frames Fluttershy at another section, followed by Rainbow standing at the top of a ladder. After her attempt to move it by shifting her weight comes up short, the camera tilts quickly down to the floor. A buck from Applejack sends the ladder rolling along so Rainbow can sweep a shelf clean. She whips past Fluttershy, blowing the pink mane and tail sideways without disturbing that pegasus’ concentration a bit. The books from the shelf fall in a row behind her.)

(Pinkie does a series of impossibly high jumps to retrieve volumes from the topmost shelves, crossing the library in less time than it takes to say “wormhole.” Elsewhere, a fatigued Rarity yawns as Spike roots around in the books stacked up nearby; he shows her one, then another, but gets no approval. Applejack noses the top two books off a stack of three and regards the bottom one skeptically.)

Applejack: Uh, anyone else startin’ to think this is a lost cause?

(Cut to Twilight, who has a steady stream of levitated books moving past her and is sending one after another onto a huge pile of rejects.)

Twilight: No…no…no…no…no…

(One cover grabs her attention; seizing this tome, she lets all the others drop.)

Twilight: Yes!

(The others join her as the book is tossed onto the floor; close-up of it, tilting slowly from bottom edge to top. This cover shows three elongated gems, with a title engraved onto gold plates above and below, and the brown leather binding sports gold fittings.)

Twilight: (from o.s.) History of the Crystal Empire. 

(Cut to ground level, the camera pointing up toward the ceiling as the six mares huddle up.)

Twilight: I just hope it has the answers we need.

(Under her control, it floats up into view and the pages begin to turn. Fade to black as the covers fill the screen.)

Act Three

(Opening shot: fade in to the throne room. Cadence sits in her high place as before, still worn down and on the ragged edge of toppling against Shining, who stands alongside her. Twilight stands before them, the book propped open near the throne’s edge. Zoom in slowly.)

Twilight: A Crystal Fair. According to this book, it was established by their first queen, and became their most important tradition. (Close-up.) The Fair was held every year to… (reading) “…renew the spirit of love and unity in the Empire so they could protect it from harm.” (looking up from book) My friends and I could put it together. Everything we need to know is in the book.

Shining: That sounds pretty promising.

(His optimism dims considerably when he sees no change in his worn-down wife’s posture, and Twilight picks up on the vibe.)

Twilight: We’ll get started right away (trotting out) Come on, Spike. We’ve got a Crystal Fair to put together.

(Her motion reveals the book’s support—Spike, who has been holding it up and open the entire time. Grunting and tired from the exertion, the dragon closes it and totters after her. Fade to black.)

Gentle acoustic guitar/woodwind/string melody, medium 4 (C major)

(A vertical line of white light splits the screen down the middle and widens to frame a different room in the castle. Twilight and Spike emerge from the darkness toward the other five mares, who have assembled around a table in here. Cut to an overhead shot of the group, then dissolve to the pair as they reach the table.)

Twilight:        Princess Cadence needs our help, her magic will not last forever

(Slow pan across the tableau.)

                I think we can do it, but we need to work together

(She floats the book over to them; dissolve to an overhead shot and zoom in.)

                We have to get this right, yes, we have to make them see

(Cover open; pages turn rapidly.)

                We can save the crystal ponies with their history

(The book stops at a picture of two armored stallions, one white and one dark gray, charging toward each other with lances strapped to their flanks.)

Light percussion in, woodwind out (faster 4)

(Dissolve to Rainbow and a pony mannequin, both in armor; she takes the helmet and claps it on.)

Rainbow:         It says that they liked jousting

(The scene flips away as if it were a page being turned; now a book picture shows a purple flag with a large snowflake at the center of its design, the same as that seen in the street. Fade to purple, which resolves into a stretch of cloth being pulled away and levitated by Rarity in a workroom.)

Rarity:         They flew a flag of many hues

(Page turn: two ponies pick fruit from a bush to fill their baskets. Dissolve to Applejack and Pinkie doing likewise on the Empire’s grasslands.)

Applejack:        Made sweets of crystal berries

(She gulps one down. Page turn: a small sheep frolics on a hill. Dissolve to an actual one and pan ahead to frame Fluttershy leading it and two others across the plain.)

Fluttershy:        They had a petting zoo with tiny ewes

(Page turn: all are back around their table.)

Mares, Spike:         Oh, we have to get this right, yes, we have to make them see

(Pinkie turns a page as Rainbow and Rarity look on.)

                        We can save the crystal ponies with their history

(Dissolve to a close-up of the new photo, seen from over Pinkie’s shoulder, and zoom in: a mare blows a slightly convoluted horn with two bells.)

Pinkie:                There was a crystal flugelhorn

(Dissolve to her blatting away at it; the others recoil at the sound.)

                That everypony liked to play

(Zoom in until the interior of the double bells blacks out the screen, then fade in to an extreme close-up of Twilight’s eye and zoom out. She is outside, and an image of the Empire’s flag fades partly into view next to her.)

Twilight:        And the Crystal Kingdom [sic] anthem

(Tilt up into the sky.)

                Can you learn it in a day?

(Rainbow flies across to tie off a string of pennants on the pole atop a tent, and Twilight checks her book.)

Mares, Spike:        Oh, we have to get this right, yes, we have to make them see

(Pinkie hops by, blowing the flugelhorn, and Fluttershy leads the ewes across.)

                        We can save the crystal ponies

(Here comes Spike, who lets a bunch of balloons float away; tilt up to follow them.)

                        With their history

(The balloons fill the screen, then drift away to expose a long shot of the seven festival planners standing amid a great many newly constructed tents. Zoom out as they hold the last word.)

Song ends

(Dissolve to all the mares except Applejack; Twilight paces them around the others, floating the open book in front of her.)

Twilight: It looks amazing! I don’t know how I could have done this without you. (walking farther out) One last check to make sure everything is in place, and then the festivities can begin.

Applejack: (from o.s.) What’s this thing for?

(The unicorn stops short and looks ahead in the direction of her voice; pan to frame the workhorse in the square. She has found a sculpture that consists of a heart on top of a larger version of the elongated gem Celestia used to show Twilight the Empire’s history, and she gives it a bewildered nudge. Both the heart and the base are blue-green; the heart is rough-hewn and smudged, and a road map of fine cracks covers the base. The assembly stands at the center of the giant street snowflake.)

Twilight: (magically flipping pages) The last page of the book mentioned a Crystal Heart as the fair’s centerpiece. So I used my magic to cut one out of a crystal block.

Applejack: (smiling) Nice work, Twi. Think we’re ready to get this Fair up and runnin’.

(Dissolve to a long shot of one of the castle balconies, where Pinkie stands with her flugelhorn at the ready. She sucks in a monster breath and, in close-up, channels it through the instrument to yield a raucous fanfare—which somehow has the word “flugelhorn” mixed up in it. Zoom out to frame Twilight, Shining, and Cadence emerging onto the balcony; cut to the younger unicorn as another inhalation is heard.)

Twilight: Hear ye, hear—

(A second jangling blast cuts off the announcement and sets her teeth grinding together. Quick pan back to Pinkie, who suddenly realizes that she will never be the next Dizzy Gillespie. The other three are not amused, and she hides the horn away.)

Pinkie: My bad.

(Sheepish little giggles precede and follow those two words, after which the others look out over the balcony and Twilight clears her throat pointedly. Cut to a long shot of the balcony and the street—with the other four Ponyville mares standing down here—and zoom out slowly.)

Twilight: (echoing slightly) Hear ye, hear ye! Princess Cadence and Prince Shining Armor do cordially invite you to attend the Crystal Fair!

(Partway through this line, cut to the library entrance, from which the elderly librarian emerges, then to a street filled with glumly treading ponies. The invitation causes them to perk up in both attitude and coloration, briefly taking on a crystal-like appearance similar to Rarity’s in the process,, and in no time a sizable crowd is on its way to the fairgrounds. Up on the balcony, Twilight and Pinkie trade a high five; down below, Applejack is on greeter duty.)

Applejack: Come on in, y’all! (leading crowd in) Got food and drinks that-a-way, games and crafts are that-a-way, Crystal Heart’s in the back near the Princess.

(Subdued confusion among the crowd at this last. One mare looks around herself, perhaps deciding what to try first, but backs off in alarm when Rainbow swoops down to her.)

Rainbow: We totally nailed it, right? (The mare bolts; she catches up.) Must be feeling a lot of love and unity about now. (Stop; get cut off at a snack stand.) Gonna have some grub, huh? What are you thinking? (pulling items off carts) Crystal Empire berry pie? (Close-up.) Maybe some crystal corn on the cob.

(The sound of clattering hooves finally shuts her up and her face falls; in a longer shot, she watches the pie she passed over hit the pavement. Now alone and holding the ear of corn she took off the cart, she looks impatiently here and there.)

Rainbow: What is with these ponies?!

(Cut to two strolling mares, the first ones the group tried to interview; Mare 1 has a balloon, while Mare 2 is carrying some of the corn. They have not perked up yet.)

Mare 1: Seeing all of this, I feel like I’m starting to remember—remember things from before the King. (They pass the snacking Rainbow.)

Mare 2: Me too.  

(A double gasp signals both the return of their memories and their original brighter colors—light blue and cream for their coats, respectively, and blue-violet and magenta for the manes. Mare 1 acquires jeweled gold bands in her mane and tail.)

Mare 1, Mare 2: The Crystal Heart!

Mare 2: Do you think they really have it? (Rainbow zips over and drapes a foreleg over her shoulders.)

Rainbow: Of course we have it! Can’t have a Crystal Fair without the Crystal Heart, right?

Librarian: (from o.s.) Of course you can’t.

(Rainbow looks behind herself; pan to frame the old gray mare, now wearing a blue-green crystal hat and carrying a few balloons. Cut to a close-up and zoom in slowly.)

Librarian: (with increasing energy) The whole purpose of the Crystal Fair is to lift the spirits of the crystal ponies, so the light within them can power the Crystal Heart, so that the Empire can be protected! (Gasp; she turns light pinkish-blue.) I do work at the library!

Rainbow: (slightly unnerved, as Applejack hurries to her) What’s that about powering the Heart?

Librarian: I just can’t believe you found it! King Sombra said he’d hidden it away, where we would never see it again! I only hope it will still be as powerful after all these years. (Happy gasp; she looks away.) Mmm! Funnel cake!

(As she walks off, the pegasus throws a quick grimace to the farmer, does an instant vertical liftoff, and flashes past a rooftop with enough speed to strip the Empire’s flag from a pole mounted there. A moment later, she has draped it over both Twilight and her heart sculpture; the unicorn peeks out, annoyed.)

Twilight: Why did you—

Rainbow: I think we may have a problem!

(Dissolve to a long shot of the castle balcony and zoom in slowly. These two are now up here, along with Shining and Cadence.)

Twilight: (panicked, checking book) I didn’t know it was an actual relic! (Close-up; she flips pages.) The book didn’t mention anything about the crystal ponies powering the Heart!

(When she reaches the end, the camera zooms in on the next line to put her nearly o.s., clearly picking out the ragged edge of a ripped-out page.)

Twilight: There was a page missing! (The group again.) How did I not notice?

Cadence: (weakly) It’s all right, Twilight.

(She immediately puts the lie to those words with a dizzy spell that sends her toppling. Shining’s grab keeps her from slamming down to the balcony, but her horn—which she has kept going ever since the crew arrived—finally sputters out.)

Shining: (frightened) Twilie…

(The same unearthly moan that they heard during their sprint to the border sounds off as the blue sky over the Empire starts to flicker on and off, exposing the leaden sky beyond. Zoom in quickly on an outlying set of dwellings; Cadence’s barrier disintegrates for good, and the camera pans to another area as waves of dark gray miasma roll in. In an overhead shot and slow zoom out, the darkness advances rapidly toward the castle from all sides and the windblown snow slashes across the formerly tranquil territory. A close-up frame Sombra’s red-glowing, purple-smoking eyes within the murk, the rest of his savagely triumphant face emerging a moment later. Cut to a “To be continued…” title card and fade to black.)

Continued in Part Two

THE CRYSTAL EMPIRE—PART TWO

Written by Meghan McCarthy

Produced by Sarah Wall, Devon Cody

Story editing by Meghan McCarthy

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Note:                Unless specifically stated otherwise, all mentions of ponies in this episode

                refer to crystal ponies, described at the start of the Part One transcript.

Prologue

(Opening shot: fade in to a “Previously on My Little Pony” title card, then to black, then to Twilight Sparkle entering the throne room of Canterlot Castle as Princess Luna departs.)

Twilight: (to the o.s. Princess Celestia) You wanted to see me? To give me a test?

(In close-up, she backs away from the crystal Celestia has set on the floor as a beam from the ruler’s horn hits it, activating the projection of the Crystal Empire.)

Celestia: (from o.s.) The Crystal Empire has returned.

(Cut to frame both, on opposite sides, as she finishes, then to Twilight.)

Twilight: (softly) You want me to help protect an entire empire?

(Cut to Celestia and Luna, the outlines of their cutie marks visible behind them.)

Celestia: It must be you and you alone.

(Dissolve to the train chugging into the relentless blizzard ravaging northern Equestria.)

Twilight: (voice over) But what if I fail?

(Shining Armor stands amid the blowing snow.)

Shining: Let’s just say the Empire isn’t the only thing that’s returned.

(He throws a beam up at the shadowy form of King Sombra, who dodges easily; cut to him, Twilight, and her friends on the move toward the Empire, with Spike on Twilight’s back.)

Twilight: (voice over) Go! Go!

(Cut to the other five mares standing at the crystal pillars that flank the road leading to the main city, and zoom out as Twilight and Shining join them. The older unicorn’s horn is now covered with the dark gray crystals left by his run-in with Sombra.)

Pinkie Pie: Sparkler-rific!

(Inside the castle throne room, Princess Cadence sits slumped on the throne. Zoom in slowly.)

Shining: (voice over) Well, with Cadence putting all her strength into keeping her spell going… (Cut to the couple; he continues on camera.) … and me trying to keep an eye on signs of trouble in the arctic, we haven’t been able to gather much information from the crystal ponies.

Rarity: (ecstatically, pulling mane down straight) There are crystal ponies?

(Cut to Twilight and Spike on the doorstep of the first mare they tried to interview.)

Mare 1: I wish I could help you. But I can’t seem to remember anything before King Sombra came to power.

(His narrowed eyes superimpose themselves briefly over the scene, causing her to wince and pop her eyes wide for a moment. Flash to white, then fade in to the interior of the Empire’s sprawling library as the doors open.)

Twilight: (voice over) History of the Crystal Empire.

(Tilt down slowly for a moment, then cut to Twilight and Applejack, standing alongside the imperfect Crystal Heart sculpture roughly carved by the former. She magically leafs through the history book she found.)

Twilight: The last page of the book mentioned a Crystal Heart as the fair’s centerpiece. So I used my magic to cut one out of a crystal block.

(Applejack greets a crowd of arriving festival-goers. The elderly librarian is heard next.)

Librarian: (voice over, with increasing energy) The whole purpose of the Crystal Fair is to lift the spirits of the crystal ponies…

(During the previous, two mares remember themselves and regain their original brighter colors, briefly taking on a cut-crystal appearance as they do so. Cut to the librarian.)

Librarian: …so the light within them can power the Crystal Heart, so that the Empire can be protected!

(Rainbow Dash swoops down and hurriedly covers both Twilight and her carving with a swiped flag. They are at the center of the snowflake-decorated main square underneath the castle.)

Rainbow: I think we may have a problem!

(Dissolve to a long shot of the castle balcony and zoom in slowly. These two are now up here, along with Shining and Cadence.)

Twilight: (panicked, checking book) I didn’t know it was an actual relic! (Close-up of the group; the ripped-out last page is now visible.)

Cadence: (weakly) It’s all right, Twilight.

(She keels over, caught by Shining as her horn goes out; Sombra’s moaning howl asserts itself.)

Shining: (frightened) Twilie…

(Cut to a quick pan across the outer grasslands, the blue sky now replaced by threatening snowy gray, as Sombra’s shadows boil over the horizon. The blackness slowly closes in on the castle from all sides in an overhead shot, and his red-glowing, purple-smoking eyes emerge from its depths—followed by the rest of his fanged, leering face. Snap to black.)

OPENING THEME

Act One

(Opening shot: fade in to the same overhead shot from the end of the prologue, then cut to Sombra emerging out of the lightless expanse. He stops with only his head exposed and rears up with a low growling chuckle; cut to Shining on the castle balcony.)

Shining: (over shoulder) The Empire’s under attack!

(Longer shot: Cadence lies sprawled on the stone as Twilight and Rainbow stand nearby. He helps her up and gives her a quick nuzzle that gets her in shape to fire up her horn again, re-establishing the force field she used to protect the realm in Part One. Sombra, standing just outside its perimeter, utters a popeyed grunt of puzzlement and charges; the rising edge of the field slices off the tip of his horn, causing him to roar in pain. As the peaceful blue sky reappears, the severed fragment lands just inside the field and Cadence totters on her hooves, braced by Shining. The tip sinks into the ground in a small boil of purple and green magic; back to the couple.)

Shining: I have to find the Crystal Heart!

Twilight: (from o.s.) No. (Pan to her on his other side.) You stay here with Cadence. (Cut to Cadence, leaning on Shining’s chest; she continues o.s.) She needs you, Shining Armor.

(They embrace gently; cut to frame all three.)

Twilight: I’ll retrieve the Heart. (She gallops away.)

Rainbow: (lifting off) Let’s do this!

(She follows the violet unicorn; cut to the pair just inside the doorway, darting one way and then another.)

Twilight: I’ve been trying to figure out how I’m meant to pass Celestia’s test. Retrieving the Crystal Heart must be it. But there is something else you can do.

Rainbow: Name it.

Twilight: (pulling ahead) You and the rest of our friends have to keep the Fair going.

Rainbow: What?! (as they head downstairs) With that thing moving into the Empire?

Twilight: The whole purpose of the Crystal Fair is to lift the spirits of the crystal ponies, so they can activate the Crystal Heart.

Rainbow: (not convinced) Yeah, and?

Twilight: If the crystal ponies find out that King Sombra is trying to take over the Empire again, their spirits are gonna be anything but lifted.

(Wipe to Applejack in the square, next to Twilight’s fake Heart; she has partially uncovered it, but quickly whips the cloth back into place as a passing mare eyes it. Behind them, Twilight and Rainbow exit the castle and stop.)

Twilight: It won’t matter if I find the Crystal Heart. (as they move out again) They won’t be able to make it work. (Stop.) You have to keep them happy here at the Fair. (Rainbow nods and salutes.)

Rainbow: Keep the Fair going and the crystal ponies’ spirits high. (flying off) Done and done!

(Her flight path carries her up past the balcony.)

Shining: Twilie! (She looks up.) Be careful.

Twilight: I will.

(Husband and wife trade a concerned glance, then watch her gallop off along the main thoroughfare. Zoom in quickly to the spot where the tip of Sombra’s horn fell to earth; it continues to bubble with his magic, and within seconds a diseased gray crystal starts to sprout up as his soft growl is heard.)

(The view dissolves to a close-up of a set of crystal-shard targets for a ring-toss game. A throw clatters down around the center one, and the camera zooms out to frame the playing mare, who smiles at her friend. The dull colors and mane styles of both quickly give way to livelier ones, with a brief crystalline flash as seen in Part One. A third perks up after taking a bite from her corn on the cob, causing Fluttershy to beam from her spot behind the snack carts. Zoom out to frame a fourth passing nearby, a hat built from purple crystal and gold trim perched on the back of her head, then pan to a craft stand nearby. Here, a knot of listless ponies has gathered to watch Rarity work. In close-up, she twists a few stalks of hay this way and that; zoom out to show that she has just completed a bowl trimmed with purple cloth. Several other creations of varying shapes and sizes stand on the counter, and Spike is out front. As the vessel is levitated into full view of the onlookers, they come to life and eagerly move toward the counter.)

(Caught slightly off guard, Rarity sidesteps to one end of the stand to get in the clear, just in time for Rainbow to swing down and cup a hoof to her ear.)

Rainbow: (whispering) Okay, here’s the plan.

(None of her following words can be made out, but the end result is to make Rarity’s eyes bug out.)

Rarity: (shocked) Huuuhhh?!?

(The background calliope music stops abruptly, and too many pairs of very puzzled eyes turn her way as both a white and a blue hoof clap over her mouth.)

Rarity: (smiling nervously; Rainbow backs off) I…just found out they’re offering face painting for the little ones.

(On the end of this, she points off to one side, pats Spike’s head, and scrapes him up into a hug with a little laugh. The news gets her customers happy again, and they head off toward this new attraction while the calliope starts back up. Now Rarity whispers into Spike’s ear behind a hoof.)

Spike: Uh-huh…we can do that. (She backs off.) Twilight’s doing what?

(He is off like a shot, leaving a dragon-shaped cloud of dust to dissipate in his wake.)

Rarity: (thinking fast) He…really loves getting his face painted. Ha-ha.

(Cut to Twilight, walking slowly through a busy patch of fairgrounds and deep in thought, and pan slowly to follow her. Rainbow zips up to a stand stocked with crystal flugelhorns, the same as the one Pinkie tried to play in Part One, and holds one up.)

Rainbow: (voice raised) Who wants a flugelhorn?

(The camera movement brings Pinkie into view, in multicolored court jester silks and with a star painted onto one eye.)

Pinkie: (waving) I want a flugelhorn!

Rainbow: (ignoring her) Who else wants a flugelhorn?

Pinkie: (petulantly, stomping) I want a flugelhorn!

(The pensive unicorn stops short and looks back at the slim castle towering behind her with a sudden smile.)

Spike: (from o.s., panting) Twilight, wait! (Cut to frame him, rushing up.) I’m coming with you!

Twilight: (softly, walking away) You can’t. I have to retrieve the Crystal Heart by myself.

Spike: I know. (He catches up.) I promise I won’t lift a claw to help you.

(Smiling broadly, he stops in his tracks and waits until the glow of her magic envelops him and totes him along. A sigh from the now-o.s. Twilight; cut to her as she floats him toward herself.)

Twilight: Not a claw, Spike.

(He lands on her back and promptly wishes he had a seat belt, based on his reaction to the sheer speed of her sudden gallop. She slaloms through the ponies in the street and keeps her voice down through the following exchange.)

Spike: Uh, where are we going, exactly?

Twilight: I think I might know where King Sombra hid the Crystal Heart. (They head toward…)

Spike: The castle?

Twilight: The King would have been counting on the fact that nopony would dare come looking for it here. (racing ahead) They’d have been too afraid to even try. (Up the stairs toward the entrance.)

Spike: I hope you’re right.

Twilight: You and me both.

(The great double doors are slightly open, but swing shut once they are inside. Pan to the square, where a happy mare walks past Twilight’s covered sculpture and Applejack, who holds its cover in place while sitting on her haunches. Rainbow pops up in extreme close-up and aims hard glares to either side of herself before zipping away; Applejack looks confusedly after her, only to get bumped aside when the high-speed pegasus lands alongside her. Looking around the area, she spots an approaching stallion and gets in his face.)

Rainbow: What are you looking at? (He backs off, scared.) That’s what I thought.

(In close-up, she gets yanked down hard; cut to frame Applejack, who has grabbed a mouthful of tail to get her attention and now leans in close to her ear after letting go of it.)

Applejack: (whispering) Uh, Rainbow Dash, we’re supposed to be actin’ like nothin’s wrong. (Rainbow backs off.)

Rainbow: Exactly!

(Her next move is to plant her legs wide and snarl at a couple of nearby mares, spooking them into clearing out; close-up of her smirking expression. An orange-tan foreleg extends itself over her shoulder.)

Applejack: (from behind her, whispering) What I mean is… (She puts her head out.) …maybe you should let me keep the crystal ponies away from the fake Heart… (pushing her away) …while you show off your joustin’ skills.

(On the end of this, cut to Rainbow as she comes to a stop several feet away.)

Rainbow: Huh. Seeing my awesomeness does have a way of putting ponies into a pretty good mood.

(She takes off, waved on by Applejack. From here, cut to a rather glum stallion standing between a couple of sheep in the Fair’s petting zoo; he swiftly perks up at their jumping and bleating. A longer shot frames him inside a small fenced enclosure, with other ponies looking on and Fluttershy, outside, carrying a shepherd’s crook to mind the animals. She knocks the gate closed, then gets a rainbow-maned head shoved up against her rump to bulldoze her along; the crook clatters to the ground.)

Rainbow: Come on, Knight Fluttershy!

Fluttershy: Huh?

Rainbow: It’s showtime.

(Cut to an overhead shot of Applejack at the square, now up on her hind legs and leaning against the covered statue. A mare walks up—Mare 1, judging from her coloration and the gold bands in her mane/tail.)

Applejack: How y’all feelin’? Havin’ a good time?

Mare 1: The best I’ve had in over a thousand years!

(Dropping to all fours, Applejack adjusts her head/body position to keep the other from getting a clear view of the statue.)

Applejack: Well, that’s good! (backing her up) Gotta renew that spirit of love and unity if you’re gonna power up that Crystal Heart, right?

Mare 1: I sure would like to see it before the ceremony. It’s been such a long time.

Applejack: Oh, I hear you. But, uh…whoo… (stopping, removing hat, fanning face) …gettin’ a little toasty out here. Bet you’d like to cool off with a little Crystal Empire nectar.

(On the end of this, she puts her hat on and points, the camera panning away from the pair to frame a nearby cart set up with mugs and a keg. The inquisitive mare ventures off toward it, but a downcast stallion starts to get a bit too close for comfort. When he nudges at the edge of the covering, Applejack starts in surprise and dives across to pull it down again.)

Applejack: (holding up a bowl of snacks) Uh…you tried the Crystal Empire fritters yet? (Cut to him; he sniffs as she continues o.s.) Made from the traditional Crystal Empire recipe.

(During the end of the previous, he brightens upon getting a full dose of the aroma.)

Applejack: You’re gonna love ’em!

(Glance over her shoulder. See yet another mare coming up behind. Throw the bowl for distance, luring the stallion away.)

Applejack: (guiding the new mare past) Uh…I hear there’s a joustin’ match about to start! You don’t want to miss that!

(With the newcomer well on her way, she backs off with a reassuring grin that quickly melts away under her internal worry.)

Applejack: (under her breath) Come on, Twilight. (looking overhead) These crystal ponies are more curious than a cat!

(Dissolve to a chamber within the castle, where Twilight gallops across with Spike working his stubby legs overtime. Out of breath, she levitates a unicorn-head bust from its pedestal, finds nothing underneath, and sets it down with a groan. Spike heaves for breath as she inspects the carpet beneath the table used by the group to plan the Fair in Part One.)

Twilight: It’s gotta be here somewhere. (Cut to a sweaty Spike; she continues o.s.) It’s just gotta be!

(He notices a lump at the corner of the carpet and begins to reach for it, but she—now levitating all the books off a set of shelves—glares back over her shoulder and replaces them. During the next line, cut to him, now lifting the suspect corner.)

Twilight: (sternly) Not a claw, Spike. (He backs off with a nervous laugh; she passes him, whispering.) Celestia’s orders!

(He scrambles after her. Cut to the throne room, the camera pointing toward the open doors at the far end. Both cross the hallway outside, but a moment later she backs up to look into the great chamber; cut to just behind her, now eyeing the throne intently. As Spike hurries past behind her, the purple eyes go wide with a sudden brainstorm; cut to her perspective of the throne and zoom in on its uppermost portion. At the top, balanced on its small end, is a large elongated gem—light violet, not too different from the color of Twilight’s coat, and a duplicate of the one Celestia used to show her the Empire in Part One.)

Celestia: (Twilight’s memory, echoing) If the Empire is filled with hope and love…

(During this line, the scene undergoes a wavering dissolve around the large gem to show it floating under her control in the Canterlot Castle throne room. The view is ringed with white to mark it as Twilight’s flashback. Celestia hits it with a spell, causing it to radiate its spectrum of colors as the camera zooms out on the start of the next line to frame both her and Twilight.)

Celestia: (echoing) …those things are reflected across all of Equestria. (grimly) If hatred and fear take hold…

(She throws a shot of Sombra’s magic into the gem, darkening it and graying out the lights. Cut to a close-up of Twilight’s half-squinting eyes, the reflection playing out in them; it disappears, along with the white ring, and her eyelids go all the way up. The action has returned to the present, and the camera zooms out quickly from her.)

Twilight: Of course! (Spike collides with her and falls onto his back.)

Spike: What? Did you find it?

Twilight: No… (trotting into throne room; he follows) …because this isn’t King Sombra’s castle!

Spike: Well…isn’t this where he lived when he was in power? (Both stop.)

Twilight: It is, but it didn’t look like this.

(Cut briefly to her perspective on the end of this, zooming in on the big gem atop the throne, then back to her. The horn starts up, effortless as always—and then its glow begins to darken as she concentrates harder and harder. With sweat running down her face her teeth clenched so tightly that they might shatter out of her mouth, the aura finally goes black and takes on the green-purple hues of Sombra’s spells. Wisps of purple smoke issue from her squeezed-shut eyelids as she finally lets one rip into that pinnacle crystal; it goes dark, enveloping the throne in a long shadow that stretches out past Twilight and Spike. It covers a broad swath of floor, leaving a network of cracks and disintegrating one patch to expose a long spiral staircase that descends into the depths.)

Spike: (awed) Whoa… (Twilight steps to the edge and gleefully claps to herself.) When did you learn to do that?

Twilight: That was a little trick Celestia taught me.

(He peeks in with a loud, scared gulp, but she just lights up her horn and starts trotting down as if this is business as usual. It takes him a few seconds and one very audible shudder to even get ready to descend; before he can take the first step, though, she comes back up.)

Twilight: You stay here. (Down again; he turns away.)

Spike: (still shuddering) If you insist.

(Cut to somewhere below floor level as she proceeds confidently along, down and down. Both raise their voices to be heard across the distance between them and the accompanying echoes.)

Spike: (from o.s. above) Can you see what’s down there yet? (Cut to just over his shoulder, looking down at her.)

Twilight: Not yet! I can’t even tell how far down this goes!

(Back to her on the end of this. She magically breaks a fragment of rock loose from the wall, floats it out past the edge of the stairs, and lets it fall. The small noise of rushing air from its drop soon fades away; she cocks an ear expectantly, but picks up only the sound of the magic pulsing through her own horn. She impatiently digs in her ear, then cups a hoof to it for another long moment. The tiny, reverberating clunk of the rock’s landing comes a full eight seconds after she dropped it; her eyes pop as she grimaces in fear.)

Twilight: Spike?

Spike: Yeah? (Cut to the throne room.)

Twilight: (from o.s. below) Can you see outside?

(He hurries to one of the many windows and pulls himself up to its sill as the sky flickers between blue and wintry gray. Sombra’s growling visage glares at the castle from just beyond the border, and his deep, rumbling voice carries a sinister hiss.)

Sombra: Yes…

(Zoom in on the tip of his horn, whose shadows spread to the two pillars flanking the road and start to turn them black from the base up.)

Sombra: (now o.s.) Crystals… (Back to Spike.)

Spike: It’s not good! Cadence’s magic must be fading faster than before!

(Cut to Twilight on the end of this; she throws her legs into a higher gear, but one step crumbles beneath her hoof and sends her tumbling head over tail down the rest of the staircase. Her fading yelps of pain and the pinpoint of light from her horn mark her graceless descent, but she manages to levitate herself just inches short of slamming headfirst to the floor at the bottom.)

Spike: (from o.s. above) Twilight? (Her perspective, looking up the shaft.) Are you okay? (Back to her.)

Twilight: (small voice) Yes.

(A quick bit of teleportation puts her the right way up. Behind her, a door is set into the wall; after a moment, she notices it with a smile and uses her magic to swing the heavy ring that serves as handle. Instead of opening, though, the door whips itself up out of view; a moment later, it is taking up a different patch of wall. When she tries the ring again, it slides away to a new location.)

Twilight: What in the…? (jumping toward it) Stop… (Face first into the wall; it goes up the stairs.) …moving!

(Having had quite enough of this, she lets her horn’s aura pulse black and shoots a beam into the large gem set at the peak of the door’s arched frame. It swings open, exposing a blinding white light beyond; she recoils briefly at it and smiles.)

Twilight: (stepping forward) Spike, I think it’s here!

(Her pace quickens into a gallop as she disappears into the light and the view fades to white. She emerges into a doorway within Canterlot Castle that fades into view around her.)

Twilight: Huh?

(Overhead shot: she has arrived in the throne room, but the throne itself is unoccupied and Celestia’s guards are absent. Back to her.)

Celestia: (from o.s., harshly) What are you doing here?

(During this line, she looks back toward the open doors and the camera pans to frame the winged unicorn standing in the gallery outside. A stack of documents rests on a stool, and she is floating one up to sign it with a levitated quill.)

Twilight: I don’t know! (stepping out) I opened the door and—

Celestia: And now you must go. (Roll up scroll; vanish; next up.)

Twilight: Go where?

Celestia: It doesn’t matter to me. You failed the test, Twilight.

(The faithful student’s jaw drops in complete shock as the background goes red behind her. Snap to black.)

Act Two

(Opening shot: fade in to a long shot of Canterlot at sunset. Zoom in slowly, then cut to Twilight.)

Twilight: I don’t understand! (Zoom out to put Celestia in the fore.) The test— (Focus shifts to Celestia.)

Celestia: (magically rolling up scroll) Not only will you not move on to the next level of your studies… (Cut to Twilight, ears drooping; she continues o.s.) …you won’t continue your studies at all!

(The unicorn’s facial expression suggests that her mental gears have just had a bucket of sand and Krazy Glue poured into them. Tears form in the disbelieving eyes.)

Twilight: But…you didn’t say anything about no longer being your student if I failed!

(One white wing drapes itself over her back and shoves her forward so that she lands on her rump.)

Celestia: Didn’t I? (She starts away; Twilight stands up.)

Twilight: But…what do I do now?

(A low, rumbling laugh draws her attention to one side of the gallery; cut to a rather unsettling stained-glass window over here. It shows Sombra’s red-eyed silhouette leering over the Heart as Twilight tumbles down out of its light rays into the flames below. The room shakes under the force of his laugh, and the camera cuts to an overhead shot of the exiled student and zooms out slowly as she crumples sobbing to the floor.)

Voice of Spike: (very faint) Twilight! (a bit louder) Twilight?

(Mirroring the way she emerged into this nightmare, the scenery around her fades to white. Her prostrate form dissolves to a haunch-sitting one as the chamber at the bottom of the spiral staircase fades into view. She is sitting motionless, staring at the open door and the blank rock face behind it while the gem in its frame blazes with the dark magic she shot into it.)

Spike: (running downstairs into view) Twilight!

(Close-up of her, completely enthralled and with eyes now a duplicate of Sombra’s—reptilian red irises with sick green pupils.)

Spike: (from o.s.) TWILIIIIGHT!! (She shakes sense into herself and stands up; he comes down, rapid fire.) I know you told me to stay up there, but you were down here for such a long time and you weren’t answering and I got worried, so I came down here and you were just staring at that wall! And…I was calling your name, but I couldn’t seem to get your attention and… (She gallops off.) …what were you looking at?

(She has ducked behind the door; he runs over to eye the rock.)

Spike: I mean, it’s just a wall.

(On the end of this, zoom in and tilt up to focus on the top crystal, which bubbles with Sombra’s enchantment and quickly ensnares him just as it did Twilight.)

Spike: (dazed) Ponyville? Wh…how did I get… (recoiling, tearing up) No! I-I don’t want to go! Please, Twilight, don’t make me!

(She slams the door shut, bringing him back to his senses as a few tears run from his eyes.)

Twilight: King Sombra’s dark magic. (Zoom out slightly.) A doorway that leads to your worst fear. (Cut to Spike, tearing up again.)

Spike: We were home. (wiping eyes) You told me you didn’t need me anymore. You were sending me away.

Twilight: (leaning into view, hugging him) A fear that will never come to pass. I’m never gonna send you away. (lighting horn normally) And I’m not gonna fail my test!

(She zaps the gem over the door with her own magic, causing it to glow white and radiate a spectrum of colors over the chamber. Cut to a ledge somewhere on the exterior of the castle, at the base of a spiral staircase that winds its way around the main structure. A duplicate of the cursed door materializes in the wall here and opens to admit Twilight, who looks around eagerly.)

Spike: (from inside, fearfully) What’s in there? (Twilight sighs and lets her head drop; he steps out.)

Twilight: Stairs. (Tilt up as she continues.) Lots and lots of stairs.

(The camera motion puts her out of view and shows them extending off the top of the screen. Back to the pair; she sighs again and starts climbing, but stops after a moment and turns back.)

Twilight: Maybe you should come with me this time.

(The baby dragon smiles at the invitation and hustles up as she moves out again. Dissolve to Shining and Cadence on the castle balcony. Her forelegs buckle under the strain, but she does her best to keep her spell going in the face of rumbling thunder and Sombra’s disembodied, diabolical chuckle. A flicker, and the sky has gone dark so the shadowy unicorn can raise his head for a full laugh while the severed tip of his horn regenerates itself.  The dark gray gives way to the unwholesome yellow-brown of Celestia’s hologram, and the shadows cast by the two roadside pillars extend across the countryside in parallel, purple-tipped trails.)

(As the royal couple watch the sky’s color shifting, the cheering of many ponies is heard from o.s. Cut to a close-up of Rainbow as she dons the armored helmet she was checking out during the group’s song in Part One. She allows herself a cocky smirk, and a longer shot reveals that she has a lance strapped to her flank and is fully decked out for the joust she sang about. She is at one end of the competition field, standing to her right of the long, low fence that splits it along its length. Zoom out to frame the entire field, the sizable crowd—and no opponent at the other end. A lance starts to extend tentatively into view on this side; cut to a close-up of the tip as it droops and catches in the dirt, bending the shaft. This time, the longer shot frames Fluttershy, also armored up and voicing a couple of shuddery moans as the lance carries her almost up to vertical and down again. The crowd’s enthusiastic reaction stops jester Pinkie in mid-silliness, and the sudden blue-to-brown hiccup in the sky does little to assuage her unease. Grabbing up the flugelhorn lying beside her, she blows a fanfare—much better in tune than her previous efforts—and Rainbow charges down the field. Fluttershy timidly gallops ahead, keeping the wall to her right, and freezes with a shriek just before Rainbow’s lance tip makes contact.)

(The screen flashes green with the strike and clears to show a screaming yellow pegasus and her lance following separate arcs through the air above the tents. However, the crowd is eating it up, and the camera cuts to Rainbow as she touches down from a hover and bows.)

Mare in crowd: (from o.s.) Bravo, Knight Rainbow Dash!

(Cut to a huddled Fluttershy on a haystack, who finds herself in the other jouster’s shadow; a shudder, and the camera cuts to her.)

Fluttershy: (from o.s., woozily) Isn’t there… (Cut to frame both; she rolls to face Rainbow.) …somepony else who could…take over the jousting demonstration with you?

Rainbow: (groaning softly) The fate of an entire empire rests on us showing these ponies a good time! But…you know, if… (hunkering down to Fluttershy) …if that isn’t important to you…

(The attempted psych-out has the effect of causing Fluttershy to sob quietly; Rainbow lets go with a weary sigh.)

Rainbow: (standing up) Okay, okay, I’ll take it easy on you next time. (Trot off; cut to a smiling Fluttershy; she continues o.s.) But not too easy.

(The blue-green eyes shrink to terrified points on these last four words. Cut to frame both, Rainbow heading back to the field and Fluttershy sitting up on the hay.)

Rainbow: I’ve got a reputation to maintain!

(Her opponent trots reluctantly after her as the sky blips, and neither one notices the buildings behind them turning to jagged, dark gray crystal under Sombra’s influence. Wipe to a stretch of the ascending spiral staircase Twilight found; she climbs panting into view, followed by Spike as he drags himself up one step at a time.)

Spike: (out of breath) What if this…is just more of his magic? He makes a door…that leads to your worst nightmare… (Long shot of them, now one full turn apart.) …why not a staircase…that goes on forever?

(Close-up of Twilight. Her tongue clamped in her teeth, she thinks very hard for a moment and glances upward, the camera shifting briefly to the seemingly endless rise of this crystal spire. Back to her; a neck twist that Pinkie would be proud of allows her to look straight up the height, and she quickly undoes the contortion with a huge smile. Firing up her horn, she levitates Spike up to her level.)

Twilight: Hold on to me!

(She settles the number-one assistant on her back, and the spell spreads to envelop them both.)

Spike: Uh… (They rise clear of the stairs.)

Twilight: Whoa!

(When they are close to banging their heads on the underside of the next flight up, the screen goes violet and white around their silhouettes, which quickly turn 180 degrees. As the glare subsides, they rise the rest of the way to that overhead flight and Twilight gets her hooves on the smooth stone underside. Now they start to slide up the incline—her spell has flipped the direction of the gravitational field—and the camera rotates 180 degrees to frame the pair right side up.)

Twilight: Whooaa! Whooaa!

(Wipe to a stallion in the middle of the Fair goings-on. He notices the spread of Sombra’s magic to a nearby building and reverts to his old listless self, but Rarity’s hoof reaches into view to turn his head away. The tubular woven-hay scroll case she holds up lifts his spirits again; now she works at blinding speed to keep the ponies distracted as the dark influence continues to advance. As soon as she finishes up her next item, it is struck from her grip by one of several bolting ponies. She reaches under the counter of her craft stand, but can find nothing but a few loose strands and a flexible drinking straw. The dexterous unicorn grimaces at the sudden drying up of her raw materials.)

(Cut to the square; quite a few ponies have gathered around the covered ersatz Heart, and Applejack has her hooves full keeping the inquisitive group at bay. Rarity trots up through them.)

Rarity: (chuckling nervously) Excuse me, pardon me. (She zips up to Applejack and whispers behind a hoof.) I am running out of weaving materials for the traditional crafts booth! I just made a hat out of three pieces of hay and a drinking straw!

(On the end of this, pan to a nearby mare who is wearing this creation—the straw bent into a circle for the brim, the hay stalks arching from one side to the other and tied in a bow for the crown. The next five lines are delivered in whispers.)

Rarity: I made it work, but still!

Applejack: (softly) We gotta do everything we can to keep this thing goin’.

(Both look worriedly overhead; cut to a long shot of the castle balcony as the sky hiccups.)

Applejack: (from o.s.) The Princess isn’t lookin’ so good. (Close-up: Shining cradles an exhausted Cadence.) I can’t imagine her magic is gonna last much longer. (Back to Applejack and Rarity.) It’s gonna be fine. (Longer shot of the square, panning slowly across.) These ponies are gonna power up that Crystal Heart when the time comes, and we won’t be needin’ her magic anyway.

(Cut to a close-up of the pair.)

Pinkie: (from o.s.) I sure hope that time comes soon.

(They look behind themselves; pan to frame the equine jester, juggling flugelhorns while balanced on a beach ball.)

Pinkie: Even I can’t keep this party going forever!  

(Or her balance; she topples off with a cry, and one horn lands on her head while the others clatter to the ground. The ball goes airborne and bounces off the covered sculpture, knocking its cloth loose to flutter in the breeze. Applejack and Rarity stare in wide-eyed shock as it falls away and Twilight’s substitute Heart tumbles to the pavement, knocked free of its pedestal. It lands in front of the dumbfounded onlookers. Normal speaking volumes resume at this point.)

Stallion 1: This isn’t the Crystal Heart.

(Cut to an overhead shot of the three Ponyville visitors and zoom out slowly as the locals ring them from all sides.)

Rarity: (laughing nervously) Oh, of course it isn’t. The real one is—

Applejack: On its way! (Close-up of Rarity.)

Rarity: I was going to say… (softly, to Applejack) …”being polished,” to buy us some more time.

(Pan to the blond earth pony, who realizes just how badly she has mucked this up.)

Applejack: Oops.

(The ponies watch the sky hiccup, accompanied by Sombra’s grating chuckle, and flee in a panic. Cut to a long shot of the castle base and tilt up slowly toward the balcony.)

Sombra: (from o.s.) Crystal Heart…

Twilight: (from o.s., gleefully) Whooaa…

(Cut to a close-up of her and Spike, still sliding up the underside of the winding staircase. She laughs wildly, Spike hanging on to her haunches for dear life; zoom in and rotate 180 degrees to put them right-side up.)

Twilight: I actually studied gravity spells, thinking it might be on my test! Turns out I was prepared for this! Woo-hoo!

(The camera cuts back and forth between the pair and her perspective of the slide during this line, then to the upside-down top of the staircase. The laughing unicorn’s head pokes up—or rather, down—into view, and a quick flash of magic and half-turn put the floor underneath them again. Now floating several feet above the floor, they drop o.s. like bricks to the tune of Sombra’s laughter and a sky flicker. Cut to them, flat on their faces in a sudden gust of wind, and zoom out as they look across the floor. They have wound up on an open-sided observation deck at the top of the tower, the roof supported by crystal pillars around the circumference, and the real Heart—pale blue-green, its surface unmarred—floats above a starburst set into the floor.)

(Twilight and Spike sit up, trading a smile, and he gestures as if to say, “Go get it, boss.” She advances slowly toward the Heart, its reflection appearing in her widened pupils—but the moment she touches a hoof to the starburst, its background goes black and begins to pulse with light as an alarm whoops out. Zoom in quickly to Sombra and his shadow clouds at the Empire’s border; he lifts his head, surprised, and starts a spell going with a growl. Up on top of the tower, the floor responds by sending up a ring of high, jagged black stone spikes to fence Twilight in, and the Heart is flung up and over them when she tries to jump for it. Cut to a close-up of her on the starburst, now restored to its normal colors, and zoom out slowly overhead; Sombra’s mocking laughter grinds the air as the purple eyes flick back and forth across her prison. Snap to black.)

Act Three

(Opening shot: fade in to a long shot of the tower pinnacle and the flickering sky, the camera tilted at an angle. Cut to Twilight, now on her feet and with her wits about her.)

Twilight: The Heart! Where’s the Crystal—

Spike: (from outside) Here!

(Cut to him; more of Sombra’s jags are growing from the floor, and he dodges around them while trying to approach her.)

Spike: It rolled over to me when you dropped it!

Twilight: Don’t move! (He freezes and starts sweating.) You can move, just not toward me!

(No spikes pop up when he steps backward, closer to the Heart, and she teleports outside the black wall only to have her spell violently reversed by Sombra.)

Twilight: How could I have been so foolish? (pushing on wall) I was just so eager to get it! (galloping to other side, pushing there) Then when I saw what was going on outside, I—

Spike: (from outside) You have to get out of there, Twilight! (Cut to him.) You have to be the one who brings the Crystal Heart to Princess Cadence! If you don’t, you’ll fail Celestia’s test! (The dark magic keeps spreading down below.)

Twilight: King Sombra is already attacking the Empire. (crossing floor) He could reach the crystal ponies at any moment…reach Princess Cadence…my brother…my friends. There may not be enough time for me to find a way to escape.

(A brainstorm hits; meanwhile, Spike has backed up nearly to the edge of the floor to stay clear of the encroaching hazards.)

Twilight: You have to be the one to bring the Crystal Heart to the Fair. (Cut to him.)

Spike: Me? But, Twilight—

Twilight: (from o.s.) Go!

Spike: But— (Extreme close-up of Twilight, zooming out quickly.)

Twilight: GOOOOO!!

(The little dragon snatches the Heart from the floor and dives over the edge as deadly sharp facets lace up through the patch where he was standing. They quickly grow at crazy angles to fill nearly every cubic inch of the elevated observation post, even tearing through part of the roof. Tilt down quickly to an overhead shot of the main square at its base, where the black formations have started to work their way up the support arches. Assorted noises of panic are heard from the crowd, visible only as specks from this height.)

Applejack: (echoing) Now don’t y’all worry your pretty little crystal heads! (Cut to her and Rarity, up on the balcony and waving.) The real Crystal Heart will be here any second!

Rarity: (aside, to her) I don’t know if they believe you.

Applejack: (aside, mimicking her tone) Don’t know if I believe me.

(Pan back to Fluttershy and Pinkie, along with Shining and Cadence. Fluttershy is out of her armor, and Pinkie has disposed of her jester trappings. The drained Princess struggles to keep her spell going with one last spasm, but the final flecks of magic waft away from her horn and the blue sky takes itself apart in no time flat. Behind it are the sick yellow-brown hue and roiling shadows of Sombra’s onslaught; down in the square, ponies stare wordlessly at the quick change.)

Mare 2: (backing up) He’s back! I can’t take it!

(She gallops away with a cry, but runs headfirst into a menacing black rock formation; zoom out to frame Sombra snarling and glaring down at her from a cleft in it. The mare drops onto her belly.)

Mare 2: King Sombra! (He rises higher.)

Sombra: My crystal slaves…

(Somewhere much, much higher, Spike is doing his best not to get impaled on the jigs and jags that keep popping up after him. His fearful yelps are interspersed with small bursts of fire that he blows back, trying futilely to break or melt the obstacles, and he leaps a gap to perch precariously on a crazy-tilted ledge.)

Spike: Hey! (Cut to Applejack, Fluttershy, and Rarity; he continues o.s.) Up here!

Rarity: Spike? (Back to him.)

Spike: I got the Crystal Heart!

Sombra: (growling, eyes fuming purple) That is mine!

(He pours himself into the ground, creating a huge black splotch that begins to work its way toward the castle, more lethal crystal hazards popping up along the path. As the crew on the balcony waits and watches tensely, Spike hurries down the winding, uneven flight that used to be the gargantuan spiral staircase. Sombra’s rising growl accompanies a long fissure that snakes through the square, along with the spikes that erupt along its course; his head forms from the shadows around the point of one of these. The sight throws enough of a scare into Spike to make him lose his footing, and he goes over the edge, losing the Heart. A gasp from the o.s. Rarity; cut to her, Applejack, and Pinkie.)

Rarity: Spikey-wikey!

(She covers her eyes. Pan to Shining, who drops out of sight for a moment and comes up with his wife on his back. Her eyelids flutter open long enough for the falling Heart to reflect in her pupils; far above, two falling specks mark the descent of Spike and the Heart, and Sombra continues to ride his black spire up toward them. Cadence spreads her wings to full extension, while the unicorn’s shadowy form becomes flesh and blood as seen in the Part One playback: steel crown, collar, and leg guards, black tail, royal red robe. The whites of his eyes are no longer green.)

(Sombra sneers. Spike free-falls after the Heart. Sombra runs his tongue over his fangs, anticipating a good meal of mineral or dragon origin. Spike grabs uselessly at the gleaming relic, kept out of his reach by gravity. Shining stands up on his hind legs, hoists a newly resolute Cadence overhead in his forelegs, and hurls her off the balcony with all his strength. Now Sombra’s feral smile widens a bit, carried even closer to a midair grab—but before he can lay a hoof on his target, Cadence flashes across and collides with both Spike and the Heart.)

Sombra: Huh?

(The impact has left Spike sitting on the winged unicorn’s back, while the Heart sails just in front of them thanks to her telekinesis. Her horn is energized again, and her low pass over the crowd prompts more than a few murmurs.)

Stallion 2: Behold! The Crystal Princess!

(She lands squarely on top of the fake Heart Twilight made, shattering it; zoom out to frame the ponies around her and the floating real one.)

Cadence: The Crystal Heart has returned. Use the light and love within you to ensure that King Sombra does not.

(A burst of magic sends it flying across the square to stop above the center of the giant snowflake set into the pavement, which starts to glow. A stalactite and stalagmite materialize here as well, so that the Heart ends up suspended between their points. One after another, the dull-colored mares and stallions take on the cut-crystal appearance they manifested only briefly while perking up, and they bow to Cadence as a blue-white glow spreads under their hooves.)

Sombra: What? No. (Others bow.) No! Stop!

(It most certainly does not, instead extending to light up the entire star pattern of main and secondary roads running throughout the Empire. Just as quickly, the energy retracts into the Heart, which becomes a stationary spinning blur and then throws a wave of light over the crowd. As the ponies stand up, Cadence and Spike take on an appearance similar to theirs, followed by Twilight’s five friends and Shining on the balcony. All have their mane styles modified somewhat by the change, Cadence acquires a larger and more ornate tiara, and Applejack’s hat is replaced by a small one. The gray crystals that inhibited Shining’s magic disappear as well, and Rainbow is out of her jousting armor.)

Rarity: Ooooh! (Giggle.)

(Far above, the radiance shatters the impenetrable forest of black stone jags that has overgrown the observation deck, restoring its normal colors. A newly crystalline Twilight is left suspended above the floor starburst; she settles down onto it and looks herself over wonderingly, then smiles as the Heart’s power boils out from the castle. Sombra can do nothing but roar in fury and anguish once it reaches his perch, obliterating both it and him in one mighty flash. The lightless murk retreats to the outer edge of the Empire’s territory, and the castle comes alive with a brilliant glow and discharges a beam into the diseased brown sky. This blast is enough to restore the tranquil blue and send multicolored streamers of light snaking in all directions, similar to an aurora borealis. The phenomenon is visible as far as Ponyville and Canterlot, as seen when the camera cuts to a long shot of both locations at night. The next cut frames Celestia and Luna in a gallery of Canterlot Castle, watching the light show. Elder sister smiles gently and inclines her head toward the slightly uneasy young one, who returns both the smile and the gesture so that their horns cross.)

(Cut to a long overhead shot of the Empire, now completely free of Sombra’s taint and with the energy still pouring up from the castle, and cut to Twilight’s friends and Shining on the balcony. Applejack and Pinkie trade a high five before several pairs of eyes turn to the railing; pan in that direction to frame Cadence coming in for a landing. Spike hops down off her back before Shining races over to wrap her up in a monster hug, and she waves to the cheering ponies gathered in the square below. Spike flicks his eyes upward for a moment and wraps his arms around himself with a little shudder; cut to Twilight at the top of the tower.)

Twilight: (softly) Good job, Spike.

(Fade to black.)

(Fade in to a fully revived and rehabilitated street within the Empire during the day, with plenty of ponies going happily about their business, then cut to a long shot of the Empire. The aurora lights still radiate in all directions from the castle’s pinnacle. Zoom out to frame the entire Ponyville contingent on their way out through the snow around the Empire, accompanied by Shining and Cadence. The raging blizzard that marked their arrival has stopped, and the eight ponies and one dragon have resumed their normal appearances.)

Rarity: (moaning petulantly) I do so wish it was permanent. (Close-up of her and Rarity.) Did you see how my mane just absolutely sparkled?

Applejack: But good things are better when they’re a rarity. (She winks on this last word.)

Rarity: Ohhh… (Chuckle.)

(Pan slightly to frame Spike walking behind her, still ill at ease.)

Shining: (from o.s.) Everything’s gonna be okay. (Cut to him and Twilight.) You’ve gotta stop saving my rump like this. (knowingly) Starting to get embarrassing. (She smiles, but drops her eyes.)

Twilight: Wasn’t me who saved you in the end. It was Spike. (They approach the train.)

Shining: It was just a test. Maybe she’ll let you re-take it.

(He gets a sidelong, slightly irritated glance from his wife; the two stop as Twilight walks slowly toward the train.)

Twilight: I don’t think she’s gonna give me a new test.

(Tilt up from the three to frame the light show still going on above the Empire, then dissolve to a courtyard outside Canterlot Castle. Spike paces in front of the ground-floor entrance, Rainbow hovers at the bottom of the balcony stairs, Applejack and Pinkie sit together on the grass, and Fluttershy keeps on eye on Rarity, who has fainted. A closer shot frames the raging case of nerves that has taken over; Pinkie bites her front hooves as Applejack tries to comfort her.)

Spike: (pacing, breathing hard) Keep it together, buddy. I gotta stay strong… (Stop at the doors.) …for Twilight!

(Cut to Celestia inside, looking out a window at the distant aurora.)

Celestia: It’s beautiful.

(Longer shot: she is in the gallery where she and Luna watched it earlier. A new stained-glass window has been put in: Spike throwing the Heart up to Cadence, who hovers surrounded by the silhouettes of several ponies. Twilight stands facing Celestia, several paces away.)

Twilight: I wish it had been me who ultimately made it so…but it wasn’t. (Her head drops.)

Celestia: Twilight… (walking to Spike’s window) …as I understand it, Spike brought Princess Cadence the Crystal Heart, because you weren’t sure how quickly you could find a way to escape the tower. (leaning down to Twilight, who smiles) You weren’t willing to risk the future of the citizens of the Crystal Empire in an effort to guarantee your own.

(On the start of this last sentence, tilt up along the window’s height, putting her o.s. The camera then cuts back to her, panning/tilting down to frame Twilight’s understanding smile during the next line.)

Celestia: Far better that I have a student who understands the meaning of self-sacrifice, than one who only looks out for her own best interests.

Twilight: (hesitantly) Does…this mean…?

(Cut to a long shot of teacher and student, zooming out slowly, then to the frantically pacing Spike at the entrance.)

Spike: She’s totally gonna lose it! (breathing hard) Keep it together, buddy. I gotta stay strong…for Twilight!

(One of the double doors swings open, pushed by a violet hoof, and catches him dead in the face. All five of the other ponies are too stunned to say a word—Rarity now upright again—and the sixth stands in the shadows just inside the door for a long moment before bounding out.)

Twilight: I passed!

(Cheers from the others and a big hug from Spike.)

Same tune as Twilight’s song in Part One, but with a majestic, celebratory woodwind/string/brass arrangement, slow 4 (G major)

Rarity:                                 You were prepared to do your best

(Twilight smiles and blushes.)        Had what it takes to pass the test

(lifting her chin)                        All those doubts you can dismiss

(Both step forward.)                        Turns out you were prepared for this

(Applejack, Fluttershy, Pinkie, Rainbow, and Spike join in on the last three words; the mares then clear out, leaving the dragon surprised to be standing alone. Cut to a close-up of Twilight as Applejack lays a foreleg over her shoulders.)

Faster 4

Applejack:                You clearly had just what it takes

(Zoom out; Rarity walks on Twilight’s other side, and Pinkie balances on stilts alongside Applejack.)

Pinkie:                 To pass a test with such high stakes

(She loses her balance; cut to the other three as the crash of her landing is heard. Fluttershy flies overhead.)

Fluttershy:                We knew for sure you would prevail

(A cloud floats past overhead, on which Rainbow lounges on her back.)

Rainbow:                Since when does Twilight Sparkle ever fail?

(Behind the trailing edge, the view wipes to the seven proceeding out over the castle’s lowered drawbridge. Pinkie is off her stilts.)

D major

All but Twilight:                        All those doubts that you can dismiss

                                        Trust yourself and you cannot miss

Applejack, Pinkie, Rarity:                Turns out you were

Twilight:                                Turns out I was

Fluttershy, Rainbow, Spike:        Turns out you were

Twilight:                                Turns out I was

(Close-up of Rarity placing her hoof over Twilight’s own; zoom out to frame the entire group at the window of one car of a rolling train.)

Rarity:                        Turns out you were

All but Twilight:                Prepared for this

(Dissolve to a longer shot of the train, on its way back to Ponyville ,and zoom out to frame Celestia and Luna watching it from a Canterlot Castle balcony. After a short glance at her sister, Luna conjures up a book with a pattern of stars and swirling lines on its cover, and both nod in unspoken agreement before turning to watch the train again. Zoom in quickly to a close-up of Twilight at the window, with Spike now on her back.)

Spike: (laughing nervously) Yeah. I knew everything was gonna be fine.

(A laugh and weary sigh, and he passes out where he sits as she smiles warmly back at him.)

Song ends

(Fade to black at the same time.)

TOO MANY PINKIE PIES

Written by Dave Polsky

Produced by Sarah Wall, Devon Cody

Story editing by Meghan McCarthy

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 an apple resting on an outdoor mushroom tabletop during the day. Wisps of magic envelop the fruit and slowly float it off the surface, and it begins to stretch and elongate as if made of rubber. After several seconds of this decidedly un-apple-like behavior, the spell dissipates and the fruit settles back onto the table. Cut to a longer shot of the area, which is outside the Ponyville restaurant; Twilight Sparkle glares daggers at the apple, while Spike stands behind her. Other customers are enjoying their own food and paying no mind.)

Spike: Try again, Twi. You can do it! (She wipes her forehead.)

Twilight: Phew! This spell’s a toughie, but I feel lucky this time. (Horn lights.) One… (Aim it at the apple.) …two…

(Pinkie Pie rockets past at ludicrous speed, nailing her broadside and plowing her away.)

Pinkie: HI!!

(Twilight’s spell ricochets crazily off an overhang and the ground, then scores a direct hit on a hapless bird perched in a tree. Nothing is left except a few drifting feathers. Down below, the hyperactive pony has swept her target up in a bone-mashing hug, which lasts some seconds before Twilight throws her off.)

Twilight: Pinkie, why’d you do that?!

Pinkie: Because hugs are fun-errific… (wrapping forelegs around herself several times) …especially when you throw one around a friend. (Untwist at high speed.) Whatcha doin’?

Twilight: (annoyed, passing her and Spike) Trying to turn that apple into an orange.

(Here comes said orange—propelled by the bird’s wings.)

Spike: But you kinda threw her aim off. (It flits over to Pinkie.)

Pinkie: (jumping, giggling) Whee! What a cute orange-birdie! Do me next, Twilight! Do me, do me!

(Her last bound carries her back so that she collides with the arriving Rarity, who has donned a hooded dark gray cloak. Bright magenta fabric can be seen covering her half-exposed forelegs.)

Pinkie: Oooh! Rarity, want to see Twilight turn me into an orange? (singsong, jumping in place) It’s gonna be fun-a-fun-fun!

Rarity: (throwing off cloak) As fun as creating this haute couture ensemble that I just finished making? Delightful, non?

(Said ensemble consists of a sleeveless dress with a two-layer skirt, magenta with lighter trim over striped white/light blue, and a darker magenta blouse whose collar is the same color as the skirt trim. The waist and collar are edged with white lace, she wears dark magenta shoes on her rear hooves, and the foreleg material—opera gloves—is the same shade as the magenta skirt. The curl of mane that normally hangs down behind her head has been styled so that it nestles behind one ear instead. Behind her, the background changes to white stars against light violet, but it goes right back to normal when Pinkie shoves her head into view with a panicked gasp.)

Pinkie: This is terrible!

Rarity: I admit it’s perhaps not my finest work, but I— (Pinkie leans in close, eyes bugging out.)

Pinkie: You had total awesome amazing fun and I missed out on it?

(She backs off with a squeaky little moan and crosses to Twilight and Spike.)

Pinkie: (bounding/tiptoeing around them) Wait! What if there’s more awesome amazing fun with friends happening somewhere in Ponyville right now that I’m missing out on too?

(Now having worked herself up to a full-scale tizzy, she bails out in a flash of pink and magenta.)

Spike: (to Rarity) We weren’t gonna turn her into an orange! I swear!

(Wipe to Rainbow Dash, standing amid a small patch of fog that blankets a hilltop in Sweet Apple Acres. She gives it a few lashes with her tail, but is interrupted by the split-second arrival of Pinkie.)

Pinkie: Hey, Rainbow Dash, whatcha doin’?

Rainbow: This punk cloud got so heavy it’s making fog. Figure I’ll thin this bad boy out so it floats back up.

Pinkie: (jumping/floating in place) Ooh, fun! (racing around her) Whee!

(She completes several laps at insanely high speed, causing the cloud to float up and away and leaving the pegasus spinning in place.)

Pinkie: Gotta go!

(Off she goes like a shot, even before Rainbow’s eyes have stopped whirling in their sockets.)

Rainbow: (bewildered) Thanks, Pinkie?

(Wipe to Applejack as she trots along a road, pulling a cart whose freight consists of Apple Bloom and quite a few apples. Pinkie hops up to keep pace.)

Pinkie: Hey, Applejack! That looks like fun. Can I join you? (She jumps in and balances on the edges.) Whee! Next time I’ll pull you!

(Away she goes; Applejack stops the cart, and two pairs of puzzled eyes stare after her full-throttle departure. Wipe to Fluttershy and her rabbit Angel under a tree in the park outside Ponyville. They are having a cup of tea; Fluttershy hunches down to sip from hers on the ground, while Angel picks his up.)

Pinkie: (from o.s.) Fluttershy! (Surprise; zoom out to frame her nearby, out of breath.) There…you…are!…Doing…anything…fun? (Big expectant grin.)

Fluttershy: Not especially.

Pinkie: Oh, good…fun…is hard!

(She topples over on her back, all four legs sticking straight into the air, as Fluttershy winces slightly. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a butterfly-filled patch of sky among the trees in the park. Tilt down to ground level, where a dense cloud of them is fluttering around some piece of furniture. Only its legs and part of its base can be seen for the moment, but the end of Pinkie’s tail also pokes out from one end of the mass. Fluttershy flies into view and touches down alongside this odd assemblage.)

Fluttershy: Feeling better, Pinkie?

(The butterflies disperse to expose both Pinkie and the couch she is resting on. She is awake.)

Pinkie: Abso-tutely-lutely! Thanks for letting me rest in your butterfly grove while I get my Pinkie strength back. (One lights on her nose; cut to Fluttershy.)

Fluttershy: What are friends for?

Pinkie: (from o.s., grabbing her cheeks) That’s just the thing! (Pan slightly to frame both; Pinkie works Fluttershy’s face around.) I’ve got so many wonderful friends having fun in every last corner of Ponyville, I can’t figure out how to keep up with it all! (She shoves Fluttershy away on the end of this and stands up on her hind legs.) It’s driving me even more coco-loco than usual!

(Still on the couch, she emphasizes these last words by letting her eyes spin in their sockets and flopping over the couch’s back.)

Fluttershy: I can promise to not do anything fun at all, if that would help.

Pinkie: You are such a good friend! (Pan to frame Applejack as she walks up.)

Applejack: There y’are, Pinkie! Been lookin’ everywhere for you, girl.

Rainbow: (from o.s.) Hey, Pinkie! (Cut to her, descending from overhead to land by Fluttershy.) Got something fun planned this afternoon, thought you might want to know about. (Close-up of Applejack.)

Applejack: Heh. Well, I’ll be an apple crisp. I’m here for the same reason.

(Zoom out to frame all four; Pinkie is now sitting on her haunches.)

Pinkie: This is perfect! Everyone will now bring their fun to me. (zipping away, hopping along path) Oh, this’ll solve everything! (She stops, scattering butterflies.) Why didn’t I think of that?  (Rainbow flies over to her.)

Rainbow: Actually, what I meant is after I’m done whipping up today’s weather, I’ll be chilling by the lake catching some rays. Wanna hang? (Close-up of Pinkie.)

Pinkie:  I am so there! (rearing up)Whee!

(On the start of the next line, pan to frame Applejack and Fluttershy standing behind her.)

Applejack: And my family’s havin’ a barn-raisin’ this afternoon at Sweet Apple Acres. (Blue eyes pop for an instant, then a smile.)

Pinkie: And I’m also so there! (jumping in place) Whee, whee!

Rainbow: But that’s when I’ll be at the swimming hole. Oh, well, doesn’t matter. (as Applejack walks up on Pinkie’s other side) Whichever one you choose is okay with me.

Applejack: Me too.

(The pink pony in the middle, whose eyes have flicked back and forth between them, sucks in a shaky gasp as the camera zooms in to an extreme close-up.)

Pinkie: Choose?

(Dissolve to Twilight and Spike outside the restaurant; the target apple is still on its table.)

Twilight: One… (Aim horn at it.) …two…

(She gets a spell started, only to be thrown off when Pinkie leaps into view and bounces off her back. The beam caroms off a tree branch and strikes a frog sitting contentedly on a lily pad in the stream bordering Ponyville. When the view clears, the amphibian has become an orange resting on a frog’s four limbs; it lets off a loud ribbit from a mouth that opens temporarily on the rind, then hops into the water. Back on dry land, the irked unicorn has her table and apple upset when Pinkie flashes by.)

Twilight: Pinkie!

(Cut to the earth pony in full gallop, a stopwatch hanging around her neck. She skids to a stop, her hooves cutting a furrow in the ground so deep that she disappears completely into it, and puts her head back up to check the watch. Cut to her perspective of it, then tilt up to frame the approaching mare and dragon during the next line.)

Twilight: What in the wide wide world of Equestria are you doing now? (Back to Pinkie, now up and hopping to them.)

Pinkie: Timing myself galloping back and forth between the swimming hole and Sweet Apple Acres. (hopping around them) I’m trying to cut down my time so if Rainbow Dash dives off the swing, I can get to Sweet Apple Acres to help with the barn-raising— (Close-up; stop.) —and then be back in time to see Rainbow Dash hit the water after doing a double flip!

(She checks her stopwatch and gasps.)

Pinkie: If I can cut my time by only twenty minutes, I’m good. (Zoom out to frame Twilight.)

Twilight: (laughing) Oh, Pinkie. (walking away) I’m afraid no matter how hard you try… (magically righting table and apple) …the only way to pull something like that off is if there’s more of you to go around.

(The pink goofball stares straight ahead, her mind either racing or totally blown, and her head slowly cocks to her left in little jerks as if it were a clock’s second hand. The ticking of a clock accompanies this motion until she has completed a quarter-turn; at this point, it snaps back and the camera zooms in to an extreme close-up, to the sound of an alarm bell. Her vibrating pupils give way to an ear-to-ear grin.)

Pinkie: That’s it, Twilight! (She zips over to Twilight, knocking her, the table, and the apple down.) The legend of the Mirror Pool! (She hurries away.)

Twilight: Legend of the who-what, now? (She stands up.) Pinkie!  (to herself) I’m familiar with loads of legends, and I never heard of—

Spike: Does this mean practice is over?

Twilight: (cheerfully) Of course not. Back to work.

(The little dragon grimaces mightily. Dissolve to Pinkie trotting through the Everfree Forest, into a patch of steadily thickening mist and tangled vines. She has disposed of her stopwatch.)

Pinkie: Seems like hardly anypony’s been here in ages. I hope I’m remembering the rhymes right from my Nana Pinkie’s story. Uh…

        “Where the brambles are thickest, there you will find…” uh…

        “A pond beyond the most twisted of vines.”

(She stops as her last words echo in the stillness, throwing her into a skittish panic.)

Pinkie: (looking around) What was that? Oh! I heard a voice! (She calms down.) Oh. (Giggle, move on.) It was me.

(The undergrowth has rather less of a sense of humor; now she has to bull her way through it, seen in profile close-up.)

Pinkie: Ouch! Ooh! (Grunt.) Stop scratching me up, you brambles! (legs flailing, dropping suddenly o.s.) Whooooaaaa!

(A tilt down to ground level reveals the hole she has just fallen into. Cut to below the earth’s surface and pan quickly to follow the equine pink pinball as she rattles her way through a long, twisting tunnel, finally emerging down a natural ramp into a high-ceilinged cavern. She lands flat on her belly, peeling her face off the ground to show it temporarily squashed flat, and finds a small pool directly in front of her. Not a single bubble or ripple disturbs the water’s surface. Huge gasp; zoom out to a long shot.)

Pinkie: (echoing) The Mirror Pool!…Oh, and there’s that voice again! (Close-up; she trots ahead and clicks her tongue.) Ah, Pinkie, you have got to stop talking to yourself. (Stop.) Starting…now!

(She moves off again, the camera cutting to her perspective of the water’s edge as she reaches it and peeks over to see her reflection.)

Pinkie:                         “And into her own reflection she stared…” uh…

                                “Yearning for one whose reflection she shared,

(Cut to her, in profile.)        And solemnly sweared not to be scared…”

(Now she enters the Mirror Pool, immersing herself wholly as the camera rotates 180 degrees so that she appears to climb out from the opposite side.)

Pinkie:                                “…At the prospect of being doubly mared!”

(Zoom out slightly. Standing right in front of her is an identical, rather puzzled Pinkie Pie.)

Water Pinkie: (jumping up) Whee-hee!

Land Pinkie: Wow, the legend is true! It really worked!

(The question of which is which quickly resolves itself when Water Pinkie zips away saying, “Fun! Fun! Fun!” over and over. Land Pinkie resumes her one-pony deliberation, marking herself as the original.)

Pinkie: Okay, wait. I promised not to talk to myself anymore. I should say something to her. (Pinkie 2 hops past.) Or would that still be talking to myself? (to her) Excuse me…me? Can I have a word with you…uh, I mean, me? Listen, I can see you’re having lots of fun, but— (Zoom out; Pinkie 2 stands on a high ledge.)

Pinkie 2: (excitedly) Fun? Did somebody say “fun”? Where?

Pinkie: I did, over here. (Pinkie 2 sprints down to her.)

Pinkie 2: I thought someone said something about fun! Where is it? (darting around cavern) Over here? Over here? I don’t see it! Where is it, where is it?

Pinkie: Oh, calm yourself, Pinkie. (Pinkie 2 races over, jittering.) There’s loads of fun to be had in Ponyville with my girls. (They head up the ramp—the original walking, the copy hopping.) Trot on over back to Ponyville with me and I’ll tell you all about ’em.

(Dissolve to the edge of the Everfree Forest as the two Pinkies exit to clear meadowland.)

Pinkie: And then there’s Rarity. She’s the one with all the fancy clothes and ribbons and stuff. (as Pinkie 2 looks around) I’m thinking she can make us all matching T-shirts that say “Team Pinkie” and—

Pinkie 2: Is this Ponyville? Where’s the fun? Where’s the fun? (Both stop; she keeps hopping.)

Pinkie: Uh, well, let’s see. Applejack’s having a barn-raising at—

(Her duplicate does not stick around to hear any more, instead barreling away.)

Pinkie: (calling after her, pointing opposite direction) It’s that-a-way!

(The pink blur blasts back past her…)

Pinkie: Wait! Come back! (…then returns to its stationary bounce.) Don’t forget to meet me back here to tell me everything about everything, like I was there myself, because I’m you, and…and you’re me, and…oh, my gosh! (jumping up, floating briefly in air) This is the greatest plan ever! (Big squeaky grin.) Now off to double my fun!

(They clear out in opposite directions. Dissolve to a long shot of Rainbow relaxing on a beach chair under an umbrella, at the edge of a lake under the bright sun. She has her favorite black sunglasses propped on her forehead and is doing a bit of reading; in close-up, the book is revealed to be one from the Daring Do series. She closes and puts it away with a yawn, bringing out a folding reflector to tuck under her chin so she can work on her suntan. The shades settle down over her eyes in the process. Cut to Pinkie, going at full gallop and wearing a diving mask and snorkel.)

Pinkie: (leaping high at lake edge) Let’s rock this pool, ponies!

(Gravity takes a coffee break at the peak of her leap, allowing her to pull out a duck inner tube, blow it up, and get it around her midsection.)

Pinkie: (finally descending) Whee!

(She splashes in and Rainbow lowers her sunglasses for a peek, just before the earth pony surfaces again.)

Pinkie: Coming in, Dashie? (splashing a bit) The water’s great! It’s totally wet and everything!

Rainbow: (as Pinkie leaves the water) I don’t know. Cloud-busting was tougher work than usual today. (dropping reflector, stretching) I’m kind of exhausted.

(The nap she intends to take is abruptly cut off by Pinkie’s shaking herself dry to restore her fluffy mane and tail.)

Pinkie: That’s fine. You relax. (trotting behind her) At least we’ll still be together.

Rainbow: Glad you made it, Pinkie. I thought you maybe went to Applejack’s instead.

(Cut to Pinkie on the end of this; now standing by a swing consisting of a rope knotted through a plank, she discards her swimming gear.)

Pinkie: I did.

Rainbow: Oh. The barn up yet? (Pinkie pulls the swing back.)

Pinkie: I have no idea.

Rainbow: But I thought you said you were just at Applejack’s.

Pinkie: Actually, I’m probably still on my way there now. (She jumps on the swing and lets fly.) Whee!

(Letting go, she drops into the water with a huge splash and does not notice the thoroughly puzzled pegasus scratching her head in the beach chair. Dissolve to a close-up of a bush as Fluttershy leans into view to pick a berry with her teeth. She drops it into a basket held by Angel; in the background, a Pinkie hops cheerfully over a hill.)

Fluttershy: Oh, Pinkie Pie! (She hurries over; Pinkie stops.) I’m so glad you wandered by. I know I promised not to have any fun today, but…oh, I couldn’t help myself.

(With a smile that is equal parts sheepishness and joy, she flies to a bush and parts its foliage to expose a group of animals—including a bear—having laid out a picnic in the clearing just beyond. As she continues, zoom in on the hole she has opened.)

Fluttershy: All of my critter friends wanted a picnic— (now o.s.; the bear growls amiably) —and I couldn’t disappoint them.

(On the end of this, cut to the Pinkie and the enthusiastic grin that spreads across her face.)

Fluttershy: (flying to animals, settling among them) Come join us. We have plenty of hay juice and marmalade to go around—don’t we, critters?

(General assent from small and large alike; a mouse even scampers over and offers the pink pony a piece of cheese, which she eagerly scarfs down. Her words quickly mark her as Pinkie 2.)

Pinkie 2: Wait! But that sounds super-fun! Oh, but Applejohn sounds super-fun too! (Flustered moan and hoof wave.) And…and…I can’t do one without missing out on the other!

Fluttershy: (puzzled) Who’s Applejohn? (Pinkie 2 gets in her face.)

Pinkie 2: Two fun things…at once…but which…which? (Back off; close-up.) Ooh, can’t decide… (slow zoom in as she hyperventilates) …trouble breathing…walls closing in!

(She make as if to shield her face from a grenade that is about to go off from three feet away.)

Fluttershy: (from o.s.) Walls? (Cut to frame her and the tableau.) But we’re outside.

(This is the last straw for the high-strung double, who lets off a scream, does several dozen laps around the picnic in a pink/magenta blur, and races back the way she came.)

Fluttershy: Goodness! Was it something I said?

(The bear gives her a noncommittal growl and shrug before Pinkie 2 zips back.)

Pinkie 2: YES!! (Exit.)

Fluttershy: (to bear) Huh?

(Snap to black.)

Act Two

(Opening shot: fade in to a close-up of Rainbow’s sun reflector, which she is now holding again. Pinkie’s reflection is visible in each of its three panels—the original, as revealed by her next line.)

Pinkie: So you see, that’s how I’m able to have fun in two places at once. (Cocky grin.)

(The reflector is lowered away from the camera, exposing the blue sunbather behind it in her beach chair, sunglasses propped on forehead. She is clearly having a hard time buying this.)

Rainbow: Duplicates of you, huh?

(Longer shot; they are at the lake. She gives a dismissive scoff.)

Rainbow: Yeah. Sure, Pinkie. (yawning, putting reflector away) But I was just gearing up to catch some Z’s, so, uh… (She closes her eyes.)

Pinkie: Gotcha! (backing away) I’ll have the rest of my fun really quietly.

(One pupil and red-violet iris peek out from beneath a lowered lid to track her movement; meanwhile, the swing does its thing and propels Pinkie over the water for a cannonball dive.)

Pinkie: (softly) Whee!

(With perhaps two feet to go before impact, she brings herself to a dead stop in midair and lowers herself in so gently that the water barely ripples. Rainbow is now fully awake and taking notice.)

Rainbow: How’d you do that? (Pinkie peeks out.)

Pinkie: Just trying to show a little consideration for my sleepy friend.

(Said friend has no immediate response to this before Pinkie 2 pops her head up from a bush and waves.)

Pinkie: Ooh, ooh, gotta run! (wading out) Looks like I’m trying to get my attention!

(On the end of this, cut to Rainbow, now really at a loss after seeing this development. An instant later, the swimming pony is now on the shore and dried off.)

Pinkie: (hopping away) Excuse me.

Pinkie 2: (ditto) And me.

(Filling her eyes with that double vision, Rainbow allows herself a shocked grimace, then shrugs resignedly and rolls her eyes—but the sight leaves her unable to resume her nap. Wipe to the two Pinkies in the park and zoom in: one hopping, one standing still. The hopper speaks first, identifying herself as the real Pinkie, and the other slowly works herself into a full panic during the following.)

Pinkie: Ooh, ooh! Tell me all about it! Did they pull the walls of the barn up slooowww or fast?

Pinkie 2: I— (Pinkie leans over to her.)

Pinkie: Maybe slow to medium fast, somewhere in that range?

Pinkie 2: I—

Pinkie: Ooh, did you get ice cream? What kinds did they have? Banana brickle?

Pinkie 2: I didn’t make it! I was on my way there and then Fluttershutter—

Pinkie: Fluttershy.

Pinkie 2: (nodding, sweating profusely) —yeah, her—she offered something else fun for me to do. (tapping front hooves together) A picnic, with cute little animals!

Pinkie: Aw, how could you say no to that?

Pinkie 2: That’s what I’m saying! Then I would’ve missed the super-fun thing with Applesauce!

(She ends this line hunkered down on her belly, forelegs wrapped around head.)

Pinkie: Applejack. (Pinkie 2 flops onto her back, wailing.)

Pinkie 2: SO I DIDN’T DO ANYTHING FUN AT ALL!! (Pinkie bends down to stroke her forehead.)

Pinkie: Aw, my poor, poor me. (patting her shoulder) There, there. (She straightens up.) Tell me what. We just need a couple more Pinkie Pies.

(Cut to Pinkie 2, wiping her tears away and starting to smile.)

Pinkie: (from o.s.) Easy-peasy.

Pinkie 2: Really? (Cut to frame both.)

Pinkie: Come on! Would I lie to me?

(She throws a big grin down at the supine copy and gets one in return. Dissolve to their reflections on the surface of the underground Mirror Pool.)

Pinkie, Pinkie 2:        And solemnly sweared not to be scared

                        At the prospect of being doubly mared.

(As they lean closer to the water, the head and one foreleg each of two new Pinkies rise from below it, hiding the corresponding parts of the images. The overall effect is to make the real and image portions of each pair join almost seamlessly at the waist, as if they were a single pony.)

A Pinkie: (from o.s.) Look! A double me!

(Cut to the edge; the two on the shore help the new arrivals out of the water.)

Right Pinkie: I think you mean a double-double me, plus another double-double me, which makes two double-double me’s, or a double-double-double me, if you will.

(This verbal torrent marks her as the real Pinkie, and the previous speaker as Pinkie 2.)

Pinkie 2: (jumping) Whee!

Pinkie 3: Did somebody say “fun”? (hopping away) Where? Fun, fun, fun, fun, fun!

(Pinkies 2 and 4 follow suit in word and action, bounding all over the cavern and getting into assorted shenanigans. Swinging on a vine to slide down the stone ramp, eating the mushrooms that grow down here, “swimming” through the dirt, climbing up the walls, and so on.)

Pinkie: (crossing cavern) Now Applejack, Rainbow Dash, and Fluttershy are covered, plus one extra Pinkie Pie in case we get an extra invite from somepony else. Perfect! (over shoulder) Okay, let’s go!

(Zoom out slightly from her to bring the edge of the Mirror Pool into view—and two of the three Pinkie clones standing in view at it. The sight throws a real scare into her.)

Pinkies 2, 3, 4:         And solemnly sweared not to be scared

                        At the prospect of being doubly mared.

Pinkie: (under previous) Hey, Pinkies! Yoo-hoo!

(As they speak the rhyme, the camera shifts to their reflections and that of the real one jumping nervously behind them. Right on cue, three new Pinkies come up and are helped onto dry land. Cut to Pinkie, walking out.)

Pinkie: Okay, good enough. Pinkie Pies, move it out!

Pinkies: (from o.s.)        …not to be scared

                        At the prospect of being doubly mared.

(She freezes in her tracks and looks fearfully behind herself; pan back to the shore, where the three generations of herself have gathered.)

Pinkie: (from o.s.) What in the name of pink?! (Cut to within the crowd, the camera aimed at her.) Knock it off!

(That command has absolutely no effect on the reproductions, who start yelling, “Fun! Fun! Fun!” and bouncing all over the place.)

Pinkie: To Ponyville, everyone! (starting to walk off) Follow me!

(She gets only a few steps away before the whole crowd falls silent; stopping, she lets off a weary groan and rolls her eyes.)

Pinkie: Yes, it’s fun there.

(They resume their shouting and hopping as she advances toward the camera to black out the screen. Fade in to the edge of the Everfree Forest, under a sky showing the yellow-orange of later afternoon. Pinkie leads the boisterous battalion out into the meadow a short way, then stops and whistles shrilly to gather them in; they gradually stop hopping as she speaks.)

Pinkie: Okay, between the bunch of us, we should have every nook and cranny of fun in Ponyville covered at all times. An unprecedented and massive undertaking! (She yanks a flip-chart on an easel into view.) But first… (Close-up.) … a pop quiz on the names I taught you.

(She flips the cover back, exposing a picture of…)

Pinkies: (from o.s.) Applejack! (Next flip shows…) Fluttershy!

(Cut to behind her, facing the group; she flips the page again.)

Pinkies: Pinkie Pie!

Pinkie: Excellent! (She pushes the chart away; close-up as she continues.) Okay, let’s get on with this, folks. Fan out on three. One…

(Her eyes bug out at the sound of a massed retreat and hooves galloping away; zoom out slightly to show that all the troops have gone bye-bye. Only a bit of dust and a falling leaf indicate that any other ponies were ever here.)

Pinkie: Eh, good enough.

(She hops and sings her way o.s., capping it off with a happy “Whee!” Dissolve to Rainbow snoozing in her beach chair at the edge of the lake, shades down over her eyes. One Pinkie pops up alongside and waves a hoof in front of her face, laughing as a second peeks over the chair back and uses the first’s tail to tickle Rainbow’s nose. Both zip away before the dozing pegasus uncorks a sneeze that blows her sunglasses off; she rubs her eyes as the copies’ yells of “Fun!” are heard from all directions.)

Rainbow: What the—?

(Cut to the mob, playing in and around the lake.)

Rainbow: (from o.s.) Wow! (Zoom out to frame her.) Pinkie Pie wasn’t kidding about the duplicates…

(Cut to them on the end of this line; one does the backstroke out of the water, digging a furrow through the sand with her back.)

Rainbow: (from o.s.) …except now there’s triplicates… (One jumps on another’s back and is carried away.) …and quadruplicates!

(Pinkie steps into view from behind a bush, a rubber raft balanced on her head.)

Pinkie: Dash is gonna love this! Oh, if I push her around on this floaty thing, it’ll be fun and relaxing!

(She gets an eyeful of the chaos at the lake.)

Pinkie: Uh-oh.

(At the shore, Rainbow has flipped her chair onto its side and is using it as a barricade, jabbing the folded-up umbrella at the pink crazies.)

Rainbow: No more Pinkies! I can’t take this!

(She opens the umbrella just enough to stuff herself inside it as one copy parades across the screen, banging a bass drum.)

Pinkie: Gosh, uh…I wonder what fun they’re having raising the barn at Applejack’s right now. Maybe I better go check.

(She sprints away, the raft falling off her head. Wipe to the new barn in progress; the two end walls stand propped up by boards, with the support beam for the roof’s peak held in place between them. Next to the back wall is a tall, narrow frame topped by a conical roof, perhaps intended to become a storage silo. A pulley is suspended from the beam, and a rope runs over it to connect to the frame for one side wall, lying flat on the ground. Applejack and Big Macintosh can be seen hauling on the rope, along with at least one other pony who is only partially visible due to the edge of the main doorframe. The side wall begins to tilt upward to the sound of grunts and groans as the rope creaks, and a cut to the pulling side reveals four ponies on the job: Applejack, Macintosh, Apple Fritter, and one additional stallion. Each has one end of a short rope in his/her teeth, with the other ends knotted onto the main line. They are interrupted by a mass of hopping, “Fun”-yelling Pinkies, one of whom lands on Macintosh’s back and drives him flat, causing him to spit out his rope. With the big red stallion down for the count, the other three find themselves being dragged forward by the frame’s weight.)

Applejack: Nooo!

(The other three rope-ends are yanked out of their pullers’ mouths and the frame topples back onto the ground, followed by both end walls. The support beam hangs in midair for a second before it too crashes down. One gamboling Pinkie is exactly positioned so that when the front comes down, she ends up within the rectangle of its hayloft door and avoids being crushed. Zoom in on the four flummoxed workers as Pinkie hops into view alongside them.)

Pinkie: Oh, phew! Looks like I haven’t missed a thing.

Applejack: (boiling mad) I want to know right now where all you Pinkies came from, so I can find out who’s responsible for y’all ruinin’ our barn-raisin’!

(On the end of this, cut to the silo frame; several Pinkies jump around on the timbers, causing the whole works to collapse in a cloud of dust. By the time the view clears, they have all vacated the premises. All three Apple kin train hostile glares on Pinkie as she backs off.)

[Animation goof: Fritter has been replaced by another Apple family member in this shot.]

Pinkie: Uh, you look pretty busy right now, so… (laughing nervously) …maybe we should talk a little later?

(She is gone in a flash; now three copies poke their disheveled, dust-smeared faced up from the wreckage.)

Pinkie 2: Fun!

Pinkie 3: Fun!

Pinkie 4: Fun! Fun!

(Each bounds away after her line, prompting Applejack to pull her hat off and throw it down.)

Applejack: Y’all come back here and clean up after yourselves this instant!

(During this line, the camera cuts to the escaping doppelgangers and rides along with them over the hills. It then cuts to couple of corrals filled with haystacks; they charge past, yelling “fun” all the while, and Pinkie peeks out from behind a stack after they have gone.)

Pinkie: Oh, no! What have I done? What have I done?!? (tearing up) My poor friends!

(Dissolve to the exterior of the library. Twilight and Spike stand outside the door, facing a throng of angry, grumbling ponies.)

Twilight: Okay, everypony. Please, calm down! (Fluttershy and Rarity are in the front row; Rarity is out of her new dress with her mane styled normally.)

Rarity: Calm down?!? I just had a Pinkie hurricane raging through my shop!

Fluttershy: And they trashed our critter picnic! (More expressions of the crowd’s collective ire.)

Twilight: Please, everypony! (magically opening door) Hang on while I try to figure something out! (darting in) Come on, Spike.

(He follows her and the door swings shut. Inside the reading room, nearly all of the furniture has been cleared away to make room for a pile of books and scrolls; Twilight levitates a few more volumes off the shelves, then slides books back and forth on another one so she can check titles.)

Twilight: I’ve gotta try to remember the name of that legend she mentioned.

(Spike starts to reach into a low shelf, but starts in surprise instead. Cut to just behind him and zoom in toward the back, where a small cobweb-covered hatch is set into the wall. Nailed to it is a horseshoe; when he presses this, the hatch slides up to expose a compartment that holds a single book. It is stuck so firmly that when he finally pulls it loose, his yank carries both it and him to the center pile and he ends up wearing it on his head. Twilight floats it clear and skims a few pages.)

Twilight: Aha! Here it is! (reading) “The Legend of the Mirror Pond.” (looking up) It describes a spell I can use to send them back where they came from! (Cut to Spike, walking to the door.)

Spike: That’s perfect! Let’s go!

Twilight: (from o.s.) But there’s a catch. (He freezes at the knob; zoom out to frame her reading some more.) If I can’t figure out which one’s the real Pinkie, I might send her back by mistake!

Spike: Well, we’ll just have to figure out who the real one is, then. Shouldn’t be too hard.

(The unicorn just gives him a funny look. Cut to the exterior of the library; the two step out to face down the disgruntled crowd, which falls silent as she speaks.)

Twilight: Does anypony here know how we can tell the real Pinkie Pie from all the rest of them?

(General confused mutterings in the negative; meanwhile, a Pinkie hops behind them and stands up on her hind legs, waving to get Twilight’s attention.)

Pinkie 1: Twilight, I have to talk to you! I need your help!

Twilight: Excuse me…

(A copy instantly zooms up next to Twilight and lip-synchs the next line along with her, mimicking every facial expression and hoof gesture just to rub it in.)

Twilight: …whoever you are, but I’m not talking to any of you Pinkies unless you’re the real Pinkie.

Pinkie 1: (pushing ponies aside) Oh, but…but I am the real Pinkie! (Pan slightly; Pinkie 2 now glares at her.)

Pinkie 2: No, you’re not! I’m the real Pinkie! (Two more lean in close to Twilight and zip away in turn.)

Pinkie 3: I’m the real Pinkie!

Pinkie 4: No, I’m the real Pinkie!

(Cut to a bowler-hatted Fancypants in the crowd. The headwear lifts clear of his mane as yet another Pinkie materializes underneath; she ends up sitting on his head, wearing the hat.)

Pinkie 5: I’m the real Pinkie! (A sixth appears on her head in the same way.)

Pinkie 6: No, I’m the real Pinkie!

(On the end of this, cut to an elderly earth pony farmer in the crowd, whose two-tone pink mane and tail contrast markedly with his battleship-gray coat. A seventh Pinkie appears from behind his head, holding on to it, as yet another hops past behind the pair.)

Pinkie 7: I’m the real Pinkie!

(Many, many more of them have now infiltrated the crowd, and cries of “I’m the real Pinkie!” are quickly drowned out by those of “Fun!” Up front, Applejack makes her way to a suitably apprehensive Twilight and Spike; she has put her hat back on.)

Applejack: (as a Pinkie dances past) How in tarnation are we supposed to tell which is the real Pinkie?

Twilight: I have no idea.

Pinkie 8: Me either. Oh… (checking body parts on others) …we’ve all got the same adorable tails…we’ve all got the same adorable manes, and…we’ve all got the same adorable hooves! (really freaked out) Which one of us is the real Pinkie?!? (She drops to her belly with a sob.) I haven’t the slightest clue! And if I can’t tell us apart, who can?

(She cries softly as the camera zooms out slowly and the pink cacophony reigns unchecked around her. Fade to black.)

Act Three

(Opening shot: fade in to two houses on opposite sides of a street. Carrot Top, at her second-story window, waves to a stallion at his before the pink, “fun”-yelling stampede thunders past. Both ponies duck inside and slam their windows shut; elsewhere, Daisy risks a scared peek from her front door, and Twilight plods alongside the madness with Spike keeping pace.)

Twilight: Ugh, this is hopeless!

Spike: (pointing o.s.) Maybe that one’s the real Pinkie.

(Cut to the one in question, who is slumped glumly over a table at the restaurant, her head turned sideways and resting on it.)

Twilight: (from o.s., dismissively) Please. The real Pinkie Pie never sat that long in one place her whole life! (Back to the pair.)

Spike: (running toward table) I’m gonna go ask.

Twilight: Of course she’s gonna say she’s the real Pinkie. They all do! (The table again; she continues o.s.) You’re wasting your time! (Spike runs up.)

Spike: So let me guess—you’re the real Pinkie Pie.

Table Pinkie: (as Twilight joins them) Heck if I know. Could be any one of us, if you ask me.

(Spike has no immediate response, and Twilight’s shrug indicates that she too has come up dry.)

Table Pinkie: And if I said I was the real Pinkie, you wouldn’t even believe me anyway. So just leave me alone. (Lifting her head clear, she trudges despondently away.) I’ve got some important poking the ground with my hoof to do.

Twilight: Oh, Spike, how are we gonna do this? I can’t risk sending the real Pinkie back into the Pond! (Both walk off.)

Spike: I miss the real Pinkie. (Pan slightly to frame the pink maybe-copy.)

Table Pinkie: (sighing, tears falling) I bet she misses you too. Bet she’d do just about anything to get to be with her friends again.

(She flops onto her belly and starts to do exactly as she described a moment ago—but only for a few seconds before an idea pops her eyes wide open. A moment later, she is back upright.)

Pinkie: Hey. (smiling hugely, tapping front hooves together) Hey! (calling after Twilight) What if you gave them a test? Pick something really hard for a Pinkie to do, something not fun at all! (leaning on a table) Any Pinkie that can’t do it goes back into the Pond. (Cut to Twilight and Spike; she continues o.s.) But whoever wants to stay the most—that must be the real Pinkie!

(Only now do unicorn and dragon halt their exit, a smile of surprise and inspiration pasting itself on the former’s face.)

Twilight: (to Spike) You know, that’s not a bad idea.

(She gallops off and he hurries after her; cut back to the table.)

Table Pinkie: This is great! If I pass, I get to be with my friends again! (Short, shocked gasp.) But what if I don’t pass? Oh, what if I’m not the real Pinkie Pie?

(Loud moan; she bangs her head on the table on each of her next four words.)

Table Pinkie: Stupid magic mirror water! This is all your fault! (regretfully) And mine.

(She lets her face thump onto the broad mushroom cap a fifth time. Dissolve to Twilight walking slowly through a patch of park land, with Spike on her back. Rainbow peeks out from an opening between a tree’s roots.)

Rainbow: (softly) Hey, Twilight!

(She ducks back so the two can scramble after her. Inside the tree, they find Fluttershy, Rainbow, Rarity, Angel, Rarity’s cat Opalescence, Rainbow’s tortoise Tank, most of the guests at Fluttershy’s picnic—including the bear—and a few new arrivals.)

Twilight: I’ve been looking all over for you ponies! What are you all doing here?

Rainbow: Fluttershy spoke with the woodland critters, and they’ve agreed to take us into their home ’til the Pinkie storm dies down.

Twilight: You guys, we’re gonna fix this, and I know exactly how.

Fluttershy: Are we gonna lose our real Pinkie Pie?

Twilight: I don’t think so. (leading marea toward exit) Now come along. I’ve already got Applejack and her family rounding up all the Pinkies.

(Wipe to a patch of grassland, which is soon taken over by a massed charge of very pink and very loud earth ponies. Applejack, Macintosh, Bloom, and Applejack’s dog Winona are at the back of the throng, galloping like mad.)

Applejack: Hyah, you Pinkies! (diving ahead) Hyah! (She pulls up toward one.)

Stampede Pinkie: Ooh, they want to play chase! This is fun too!

(She is at the outer edge of the unlikely herd, but a solid nudge from Applejack pushes her back in; Bloom does the same to one on the opposite side. Meanwhile, the white/brown working dog leaps from mane to mane, landing on any Pinkies who try to jump out and knocking them back down. The mass of copied and re-copied ponies barrels over a bridge spanning the Ponyville stream and toward the town hall. As Applejack and Winona drive them from the rear, Macintosh and Bloom race ahead and get the doors open just in time; Applejack follows them in.)

Applejack: (exasperated) Oh, give it a rest.

(Her siblings knock the doors shut with their heads. Inside, Twilight stands on a curtained stage to address the unruly bunch, accompanied by Spike.)

Twilight: Welcome, Pinkies, welcome! Please have a seat and make yourselves comfortable. (No effect.) Okay, I suppose you can’t be comfortable staying in one place, but have a seat anyway.

(Still nothing; now the din works her last good nerve for several very long seconds.)

Twilight: Sit DOWN!!

(They freeze in mid-bounce/caper/frolic and drop onto their haunches in wide-eyed ranks.)

Twilight: Better. Now I suppose you’re all wondering why I’ve gathered you all here today. (Puzzled looks among the group.)

A Pinkie: (shrugging) For fun?

Twilight: (smugly) No, just the opposite, actually. (Sound of door bursting open.)

Rainbow: (from o.s.) Wait up! (Cut to her, flying in and carrying a dejected stray.) I-I got one more! Found this one poking at the ground with her hoof, drawing frowny faces.

Twilight: Have her come sit with the others.

(Hovering above the crowd, the blue daredevil dumps her charge into them.)

Twilight: Pinkies, you’ve been brought here to take a test.

Pinkies: (petulantly) Awwwww… (Several slump over or clap hooves to faces.)

Twilight: (crossing stage) Don’t worry. It’s a simple test, about as simple as they come. And whoever passes gets to stay.

(Shrugs and murmurs of assent greet this announcement.)

Twilight: Curtain, please!

(Spike yanks a rope, hauling up the curtain to expose a large panel of drywall or plywood, freshly painted purple. Fluttershy and Rarity are here as well, the brushes in their mouths giving away their part in this scheme; after touching up a few last spots, they step behind the panel.)

Twilight: The test… (It is wheeled forward.) …will be watching paint dry! (Terrified gasps from the test-takers.) On your mark, get set, go!

(Every pair of blue eyes trains itself on the oozing pigment; cut to Spike, now perched on a stool onstage with a bag of popcorn.)

Spike: Oh, this is so exciting!

(As he starts to chow down, a dissolve shows him now slumped across the stool on his back, holding the empty bag, and one blink away from falling into a coma out of sheer boredom.)

Spike: Okay, maybe not that exciting.

(Tipping the bag, he gets one last kernel to fall out, but it just bounces off his face. The Pinkies, meanwhile, are still gazing intently at the slowly drying panel in complete silence. At the back of the room, Applejack and Rainbow are having just as little fun, the latter checking a wristwatch on one foreleg. Pan from them to the nearest rows of Pinkies, one of whom starts to scratch nervously at the back of her head. A bird flits down to a tree branch visible through a nearby window, drawing her attention.)

Pinkie 1: Oh, hey, look at the birdie!

(Twilight hits her with a spell that causes her to inflate like a balloon with frightening speed, leaving only her mane, tail, and hooves untouched. The pumped-up Pinkie then shrinks away to nothing, becoming a swirl of magic that streaks away. A series of cuts shows it flowing out the window, into the Everfree Forest, and back down the cavern into the Mirror Pool.)

(Back at the test site, another Pinkie loses focus.)

Pinkie 2: (to another) Watch me bounce to touch the ceiling!

(She curls herself into a ball, hits the floor rump first, and shoots upward as if she were a rubber ball. The nearest Pinkie shifts her eyes to follow this stunt and is unceremoniously zapped away, and the bouncer gets the same treatment before she can make it all the way to the ceiling. Both of them disappear without inflating, however. A frog’s ribbit catches another one by surprise; she looks toward the sound.)

Pinkie 3: Is that…

(Cut to just outside an upper-story window. The orange-frog Twilight made by mistake in the prologue sits on the porch here.)

Pinkie 3: …is that a frog crossed with an orange? (Two more Pinkies peek out.)

Pinkie 4: Cool!

Pinkie 5: Where?

(All three are magically put out of the joint; inside, one Pinkie holds up a front hoof for her neighbor to see.)

Pinkie 6: Look what I can do with my hooves!

(She blows on the other one as if trying to inflate a balloon, and the one she held up responds by sprouting four stubby little fingers. The onlooker Pinkie recoils slightly at the sight, but gets no further before Twilight’s spell inflates and banishes them both. Another one addresses her nearest counterpart next.)

Pinkie 7: Bet you can’t make a face crazier than…THIS!

(As she says this, she briefly turns her face away from the camera and scrubs at it with her front hooves as if getting ready to do an impression. On “this,” she turns back to reveal that she has re-shaped and rearranged the features of her entire head to resemble the Pinkie Pie character featured in the earlier “Generation 3” line of My Little Pony toys. Both she and her flabbergasted neighbor get dispelled for this. Onstage, Twilight blasts her horn this way and that, while Fluttershy covers her eyes and Rarity fans a hoof before her own face in shock. Both have put away their paintbrushes. When she finally stops firing, the appendage has gone red-hot and has smoke rising from the tip; she blows upward to cool it down, then looks out over the room.)

(Throughout this entire sequence, the crowd has steadily become more sparse, and a longer shot reveals that there are only two Pinkies left. Spike has fallen asleep and tumbled off his stool. Dissolve to a close-up of one grimacing pink face…then the dripping painted panel…then the other determined visage…then to Twilight, Fluttershy, and Rarity…then an extreme close-up of one pair of blue eyes and the sweat dribbling down past them…then a long shot of the room, with Applejack and Rainbow still watching from the back. The blue pegasus is first to break the silence with a frustrated groan.)

Rainbow: I can’t take it anymore! (She flies up and points out the window.) Somepony’s making balloon animals! (The Pinkie on the left looks around.)

Left Pinkie: What? Where?

(Cut to outside the window; the sound of one last spell is heard, and the pink energy that used to be this duplicate is on its way back to the Mirror Pool. Inside, Twilight and Rarity smile at having reached the end of this trial, but Fluttershy registers some surprise; cut to the last survivor, still staring ahead with all the concentration she can muster.)

Twilight: (from o.s.) Pinkie… (Cut to frame both.) …you can look away now. (Pinkie snaps back to herself and does so.)

Pinkie: I passed?

Twilight: You passed. You’re the only Pinkie who kept staring at the wall.

Pinkie: (as Applejack, Rainbow, Spike gather around) I had to. I just had to. I couldn’t leave my friends. I just couldn’t! (Cut to a pan across said friends; she continues o.s.) But I guess sometimes I will have to choose between them.

Twilight: Knew you’d be up to the challenge. (Pinkie straightens up and looks herself over.)

Pinkie: I’m me! I’m me! (jumping most of the way to the ceiling) I’m me!

(As soon as she hits the ground, anxiety takes root under the fluffy mane.)

Pinkie: Or am I?

(A few pokes at her face are enough to bring a smile back to it.)

Pinkie: Yeah, I’m pretty sure I am.

(The smile turns into a huge grin. Dissolve to the exterior of Sugarcube Corner and zoom in slowly.)

Pinkie: (voice over, dictating) “Dear Princess Celestia…”

(Cut to a close-up of Spike, sitting on the stairs in her bedroom and writing as she dictates from her bed in the background. Pan slowly toward her as she speaks.)

Pinkie: “It’s great to have fun, but it’s even greater to have great friends.”

(Dissolve to a second try at the Apple barn-raising; all the damage to the frames has been repaired, and Pinkie is on the job with Applejack and Fritter. The blond mare shoots a wink to the pink one.)

Pinkie: (voice over) “And having lots of friends means that you sometimes have to make choices as to whom you’ll spend your time with.”

(Dissolve to a close-up of Rainbow relaxing on her beach chair, shades firmly in place.)

Pinkie: (voice over) “But that’s okay—” (Zoom out; Pinkie rides the rope swing out and plunges into the lake.) “—because good friends will always give you lots of opportunities to have fun.”

(Dissolve to a close-up of the hole she fell into while searching for the Mirror Pool. A large boulder is floated down to plug it up.)

Pinkie: (voice over) “So even if you’re missing out—”

(Zoom out. Twilight stands here, along with Pinkie and Macintosh. The stallion’s strength and the unicorn’s magic have come together to seal off the cavern that started this mess.)

Pinkie: (voice over) “—it’s never for long. Respectfully yours, Pinkie Pie.”

(Dissolve to a close-up of Spike sitting on the steps outside Sugarcube Corner, with Pinkie standing partially in view behind him at the open front door. He blows fire over the scroll in his hands to send it off; tilt up to her face.)

Twilight: (from o.s.) Hi, Pinkie Pie. (Longer shot; the rest of the gang has come with her.) We were thinking we should go out and celebrate.

Applejack: You up for some wheelbarrow races?

Rainbow: Or I could take everypony on a cloud ride!

Rarity: I could throw a party with punch and zesty cucumber sandwiches! (flailing forelegs excitedly) Ooh!

Pinkie: (backing slowly through door, a bit woozily) You want to know exactly what I feel like doing right now?

(She finishes the thought by flopping onto her back, letting off a contented sigh, and going instantly to sleep. One hind leg twitches in time with her loud snoring, and the camera cuts to a point just above the exhausted pony’s belly and tilts up to frame the others staring incredulously in at her. The cavalcade of not-Pinkies has done the seemingly impossible and caused the real one to run completely out of steam.)

Fluttershy: That looks like fun. (Laughs and smiles from the others.)

Applejack: Oh, Pinkie…

(Twilight closes the door gently with her magic, and the view fades to black.)

ONE BAD APPLE

Written by Cindy Morrow

Produced by Sarah Wall, Devon Cody

Story editing by Meghan McCarthy

Supervising direction by Jayson Thiessen

Directed by James Wootton

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to the exterior of the Sweet Apple Acres barn during the day. Zoom in slowly.)

Apple Bloom: (from inside, whining) Awwwww…

(Cut to a closed wardrobe inside, which shakes back and forth; the doors are briefly jarred open just far enough to reveal her within it.)

Bloom: (from inside wardrobe) Awwwww… (knocking doors open; articles of clothing fly out) …oh, what to wear, what to wear?

(She is wearing a white dress with a blue bow and matching trim—still on its hanger, which is in turn still hanging from the clothes bar. Running a quick eye over herself, she shakes out of it.)

Bloom: (racing o.s.) Oh, what to wear? (Pan to the door, which Applejack opens.)

Applejack: (as Bloom gallops back and forth, scattering clothes) Scoot your boot, Apple Bloom! It’s not like it’s the Harvest Day Parade. We’re just goin’ to the train station.

(A moan from the o.s. filly; cut to her standing on the room’s four-poster bed, which is strewn and hung with outfits. Although this is her room, the walls have been painted the same shade of green as Applejack’s, rather than the lighter shade seen in previous episodes. She has ended up in a sailor-style blouse trimmed in pink and red, and a pair of red shorts.)

Bloom: Hmmm…too casual.

(She yanks down the overhead canopy with her teeth as if it were a window shade; when it snaps back up, she has on a blue sun visor, black sunglasses, and an inflated beach ball from which her head, legs, and tail protrude. A splotch of sunscreen covers her nose.)

Bloom: Too summery.

(Another yank, and she has shed this idiotic getup in favor of a pink/blue toboggan cap trimmed in white fuzz. Applejack is now next to the bed, glaring at her, and sighs.)

Applejack: Your cousin isn’t gonna care what you’re wearin’. Just pick somethin’!

(Bloom yanks a white blanket off the bed and darts over to a mirror, wrapping the cloth around her body and shedding the cap.)

Bloom: This is my first time meetin’ her, and she’s from Manehattan! (A spin, and she now wears it as a hooded cloak with starry cat’s-eye shades.) I want to make a good impression.

Applejack: (crossing room) You know what would make a good impression?

Bloom: What?

Applejack: Bein’ on time to pick her up!

(She yanks Bloom away, the sunglasses falling, and ends up dragging a tangle of blanket and uneasy little sister toward the door.)

Bloom: Uhhh…

(Shaking free, she plunks on a hat lying nearby; cut to Applejack, who realizes that she has come loose in time with an o.s. moan. The accessory is flung into view, hitting her in the head, and is followed by other articles.)

Applejack: (shaking Bloom’s hat off) You got nothing to worry about, sugar cube. Y’all are gonna get along great. You already have somethin’ in common.

(Back to Bloom, who has wound up in a random conglomeration of clothing that makes absolutely no sense—least of all the snorkel tube in her mouth. It causes her next words to reverberate as they pass along its length.)

Bloom: Oh, yeah? What’s that?

Applejack: (shaking pieces away) Neither of you have your cutie mark.

(Cut to an extreme close-up of the unadorned yellow haunch.)

Bloom: (from o.s.) What?!? (Zoom out to frame her; she throws off everything and gallops for the door.) How could you forget to tell me somethin’ like that?

Applejack: Well, I— (Bloom, now outside, looks back in.)

Bloom: Oh, this changes everything! (Out she goes.) Meet you at the train station! I gotta go tell Sweetie Belle and Scootaloo!

(On the start of the next line, the camera cuts to a shot that frames the entire bedroom and the devastation that Bloom has wrought in search of the ideal outfit. Clothes and toys are scattered all over the place, one drawer has been yanked out of the dresser, and another hangs open.)

Applejack: (calling after her) You know, your cousin is supposed to sleep in here!

(A nightgown slides off the bed’s canopy and rustles to the floor. Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a long shot of the Ponyville train station. All three of the Cutie Mark Crusaders are on the platform, laughing and jumping around an immobile Applejack, who is seen to be in a rather sour mood when the camera zooms in quickly on her. They calm down after a few seconds, Scootaloo’s wings buzzing as she brings herself down for a soft landing.)

Scootaloo: (to Bloom) You really think she’ll want to join?

Bloom: She doesn’t have her cutie mark. Of course she’ll want to join the Cutie Mark Crusaders. (Sweetie Belle slides over to them.)

Sweetie: I’m just so excited I could burst!

(This declaration is accompanied by a jump and a couple of sparks from her horn. The sound of an approaching train draws all four pairs of eyes down the track, and it soon rolls up.)

Bloom: Is that the train from Manehattan?

Applejack: Yep.

(Steam roils up as it brakes to a stop; cut to inside one car, framing the Crusaders through a window, as passengers begin to exit.)

Bloom: That’s her!…Uh, wait, no, no, that’s not her…  (She zips to another window, near the conductor.) Oh, wait! No, that—that-at’s her! (The others join her.) Um, no, uh… (Next she spots a cow.) Oh, wait! Tha…that-that’s…not her either, uh…

(The blond workhorse, framed in the cow’s window, faces them down testily.)

Applejack: Apple Bloom… (Cut to the platform.) …you’ve never met Babs Seed, remember?

Bloom: Oh… (chuckling sheepishly) …yeah.

(A cloud of steam hisses up at a distance behind the three fillies.)

Applejack: Ah! (Close-up of it, clearing to reveal an open door; she continues o.s.) That’s her.

(Once the view has cleared, Babs Seed can be seen in full detail: dark tan earth pony filly, green eyes with birdcatcher spots similar to Applejack’s, two-tone deep pink-striped mane/tail cut short so that the forelock partially covers one eye, no cutie mark. Her suitcase rests next to her, and she looks nervously around herself.)

Bloom: (from o.s.) Babs! (She zips up.) Babs! (Extreme close-up.) It’s me, your cousin Apple Bloom! (Pan to each in turn; she continues o.s.) And this is Sweetie Belle, and this is Scootaloo— (Back to Babs, then all four as she finishes.) —and we are so, so, so glad you’re here!

(By the end of this, the three have crowded themselves in so close that their eyeballs are practically touching hers. Once they back off, she recovers her composure and speaks with a thick Brooklyn accent.)

Babs: Thanks. I’m happy to—

Sweetie: This is gonna be the best week of your life!

Babs: Sure hope it’s gonna be—

Scootaloo: Seriously. (Zoom out to frame Applejack, who gets the suitcase handle in her teeth.) We are gonna have a blast!

(The oldest pony chuckles to herself as she leads the group away and the train pulls out.)

Sweetie: The Summer Harvest Parade is going on while you’re here. We get to ride in a float!

Babs: Really? I’ve never been on a float before.

Bloom: And we’ve got a really big surprise for you! (Scootaloo slips in behind Babs, ready to cover her eyes.)

Babs: Yeah, uh…

(Cut to her perspective on this line; the hooves come down to block her vision entirely and black out the screen.)

Babs: …a surprise?

Voice of Bloom: I give you…

(Scootaloo pulls her hooves away, revealing that the scene has shifted to inside the Crusaders’ clubhouse. She is standing in the doorway.)

Bloom: (as Scootaloo, Sweetie gallop to her) …the Cutie Mark Crusaders’ clubhouse!

(One rather perplexed filly runs an eye over the place, inside and out.)

Babs: The Cutie Mark Crusaders?

Scootaloo: A club devoted to helping ponies get their cutie marks!

(On the end of this, the three pivot to present their haunches as the camera zooms in and the light gleams off the hides. Babs’ pupils widen to nearly fill her eye sockets in response, and her tail flicks forward to cover her own lack of a mark.)

Scootaloo: We’re its founding members. (The three step apart.)

Sweetie: Technically, we’re its only members.

Bloom: But we’re always lookin’ to expand, and you seem like the perfect candidate.

Babs: (nervously) I do?

Scootaloo: (trotting up, thumping her flank into Babs’) Well, yeah, since you don’t have a cutie mark and all.

(Babs steps aside and covers her haunch again.)

Babs: (dejectedly) Oh…yeah. (She blows her forelock out of her eyes.) That.

(Cut to Bloom, crossing to her two fellow Crusaders, on the start of the next line.)

Bloom: Allow me to show you just some of the highlights of our clubhouse, should you choose to join us.

(A long beat of silence, after which she jabs a hoof impatiently toward the other two. They trade a puzzled look, Sweetie winks, and both dash away as Bloom gives a big placating smile and blush. Babs just stares ahead, thoroughly flummoxed; cut to Bloom’s perspective of the other two, standing by a tacked-up page with drawings of the three fillies’ faces. Bloom and Scootaloo are checked off, but Sweetie is not, and Scootaloo has a pencil in her mouth.)

Bloom: (pointing out area) This is where we do our roll call…

Sweetie: (raising a hoof) Huh!

(Scootaloo checks the empty spot, and both gallop to a table set with a plate, fork, glass, and pitcher full of flowers. The unicorn stands behind it as the pegasus gets an empty pitcher in her teeth and pretends to pour a beverage—still Bloom’s perspective.)

Bloom: (pointing) …this is where we eat our lunch…

(Sweetie mimes eating off the plate, and both ditch their gear with a grin and zip away. Cut to a bullseye target painted on the floor, directly under a lantern hanging from an open trapdoor. This is where Sweetie stops, and Bloom pops up into view to indicate the area.)

Bloom: Sometimes we stand here and think of great ideas.

(Illustrated by the curly-maned filly dropping to her haunches and rubbing her chin, deep in thought. Scootaloo reaches into view through the trapdoor and turns on the lantern, then pokes her head down as Sweetie smiles broadly. The demonstration ends with an enthusiastic gesture from Bloom, but Babs clearly does not share the mood.)

Babs: Yeah, uh… (Long silence.)

Bloom: Uh, could you excuse us for a moment?

Babs: Sure. (The Crusaders huddle up on the bullseye; cut to inside.)

Bloom: Thought she’d be more impressed.

Sweetie: She’s from Manehattan. If we want to impress her, we need to really wow her. (All three glance toward Babs.)

Crusaders: Hmmm… (Scootaloo gasps and smiles; they huddle again. Cut to inside.)

Scootaloo: The float! She can ride with us on our Summer Harvest Parade float!

Bloom: That’s perfect! (Huddle breaks; she points at the bullseye.) This really is a good spot for thinkin’ up great ideas.

Scootaloo, Sweetie: (as all three nod) Mmm-hmm!

(Wipe to the exterior of the Sweet Apple Acres barn as all four fillies gallop toward the open main door, Babs hanging back a bit.)

Bloom: Here it is!

(Close-up of the laggard, now seen from just inside the door and peering about.)

Bloom: (from o.s.) The official Cutie Mark Crusaders’ float for the Summer Harvest Parade!

(On the second half of this, cut to Babs’ perspective as she enters the barn, where the Crusaders stand next to a giant pumpkin-shaped parade float. It sports three wheels, one up front and two in back; a side door; and a pumpkin-shaped front window for the driver.)

Scootaloo: As a member of the Cutie Mark Crusaders, you’d be able to ride on it with us. (rearing up briefly) It’d be totally fun.

(Cut back to Babs, who manages an uneasy little laugh before Diamond Tiara pokes her head into view around the doorframe.)

Diamond: More like funny… (Silver Spoon peeks in as well.)

Diamond, Silver: …looking!

(Their mocking laughter has its usual effect of getting on the trio’s nerves in a very big hurry. Pan from these three to Diamond and Silver, now walking up to the front end of the float, to the sound of the latter’s disdainful scoff.)

Silver: What is that thing? A giant orange? (She and Diamond laugh.)

Bloom: (stroking bodywork, smiling) It’s a pumpkin.

(That smile gives way to a scowl, and her words stop both snobs cold for a brief moment.)

Diamond: More like a lame-kin.

(Silver starts to laugh, but stops when a pink foreleg nudges her in the ribs.)

Diamond: Who’s the new blank flank?

(Cut to Babs on the end of this and zoom in; she once again covers said feature, the accompanying pout giving way to a hard glare.)

Bloom: (crossing to Diamond, Silver) She’s my cousin, Babs. (proudly) She’s from Manehattan.

Diamond: Manehattan, huh? Well… (Cut to Babs; she continues o.s.) …I guess you have that going for you. (Back to the pair and Bloom.)

Silver: Suppose you’re gonna join their little club…what’s it called? (scoffing, as Bloom slouches away) The Cutie Mark Crusaders?

(She and her fellow elitist aim knowing, expectant smiles across the barn. Cut to Babs, whose eyes flick from side to side and harden again, then to the Crusaders and pan over to their two tormentors. The three stare daggers at the smug pair, who turn their attention toward the o.s. Babs after a moment. Back to her, zooming in slowly; she blows her forelock out of her eyes and lowers her brows over a nasty smile.)

Babs: (walking into barn) More like the Cutie Mark Crybabies! (Overhead shot; she is crossing to Diamond and Silver with a chuckle.)

Bloom: Hey!

Diamond: Ooooh! (chuckling) Big-city attitude. I like it.

Silver: (nodding) Mmm-hmm!

Babs: (walking to float) Oh, yeah? Well, there’s more where that came from. (She reaches its front wheel.) Check this out.

(One good kick knocks it off the frame and gets the Crusaders plenty riled up.)

Scootaloo: Oh, no, she didn’t!

(Laughter from the opposition; cut to them as the frame begins to creak, then back to the front end and zoom out. The struts to which the wheel had been attached start to bend under the float’s weight, and as soon as they break, the entire rig starts rolling toward Babs. It barely misses her, and the camera cuts to outside the barn as it bounces out the door and down the nearest hill, shedding pieces as it goes. Inside, the Crusaders race up to the door and can only watch the bouncing float’s departure helplessly. It drops out of sight over a hilltop, and a final crash and cloud of dust mark its instant conversion to scrap wood. A gasp of fake shock from the o.s. Babs gets their attention; cut to her, Diamond, and Silver on the start of the next line.)

Babs: Looks like somepony’s pumpkin just got squashed. (The other two snicker at this crack.)

Bloom: When I tell Applejack— (Babs backs her up, causing her bow to droop.)

Babs: You gonna tell Applejack what?

Bloom: (nervously) Uh, well, well, you know, uh…

Babs: What are you, a snitch?

Diamond: (as she, Silver, Babs head out) Come on, Babs. You should hang with us—you know, the cool ponies, not these babies.

(The two cousins trade a look—one of hurt and rejection, the other of sullen glee—and Bloom turns to her friends. Her bow is upright again.)

Bloom: What…just…happened?

Scootaloo: I think Babs just went to the dark side.

Sweetie: We have to tell Applejack!

Bloom: No! We’re not snitches!

Scootaloo: Yeah, and we’re not babies!

(She drops to her haunches, forelegs crossed angrily, and Bloom’s bow sags. Zoom out slowly.)

Sweetie: (voice ragged) Then why do I feel like crying?

(Fade to black.)

Act Two

(Opening shot: fade in to the exterior of the clubhouse, then cut to the Crusaders inside. Bloom stands sulking, Scootaloo paces the floor, and Sweetie has perched atop a table on her haunches, head cradled in front hooves. Bloom’s bow has recovered its normal shape.)

Scootaloo: I still can’t believe she ruined our pumpkin float!

Bloom: I still can’t believe I’m related to such a big stinkin’ bully!

Sweetie: (sighing) What are we gonna do? (Sudden smile from Bloom; zoom in on her.)

Bloom: We’re gonna build a new float, that’s what!

Scootaloo: (resignedly) Why bother? (Bloom deflates again…) She’ll probably just ruin that one too. (…and moans, her bow drooping; Sweetie pops up behind her.)

Sweetie: We could always tell Applejack.

(A thought balloon pops up above the others’ heads, showing Babs in the barn.)

Babs: (memory) What are you, a snitch? (Balloon pops; bow snaps up.)

Bloom, Scootaloo: NO! (Sweetie groans to herself.)

Bloom: (pacing, as Scootaloo nods) We’re not gonna be a bunch of tattletales!

(Cut to just outside the window.)

Bloom: (from inside) Besides… (She looks out.) …she’s only here a couple of weeks.

(Back she goes, pulling the shutters closed; pan to the open door, where she appears next.)

Bloom: We’ll just…avoid her like the plague until she goes home.

(Slam; cut to the three sitting on their haunches inside, the light having dimmed noticeably.)

Scootaloo: Avoid her. Yeah. How hard can that be?

(“Iris in” to the exterior of the clubhouse at sunrise of the following day. The door opens so their silhouettes can peek out and sneak down the ramp.)

Light, peppy guitar rock, fast 4 (E flat major)

Crusaders:         Yeah, yeah, yeah, yeah, yeah, yeah

(They slink toward Sugarcube Corner; cut to a table inside as they pop up at it, in normal light.)

Crusaders:        Yeah, yeah, yeah, yeah, yeah

(An ice cream soda is slung up for each; Scootaloo and Sweetie dig in as Babs briefly peeks in through the window behind them.)

Bloom:         First we thought that Babs was so really, really sweet

(She gets a cherry tossed onto hers.)

                A new friend to have, and it seemed like such a treat

(Door thrown open; all look toward it and the camera cuts to the just-arrived Babs. She blows her mane aside and walks in, smirking, as Diamond and Silver sneer after her.)

Scootaloo:        But then we found the truth, she’s just a bully from the east

(Babs jumps to the table and spins it, flinging the Crusaders away but leaving their sodas intact.)

                She went from Babs, yeah, to a bully and a beast

(The second trio takes over drinking the sodas as the first slouches out, the camera panning past the wall of Sugarcube Corner to reveal that Babs is now in front of the steps. She is chewing an apple, whose seeds she spits toward the camera in close-up.)

Bloom:        Everywhere we turn, she’s just a step ahead

(One seed backs up from the camera to become part of a pattern of alternating, staggered rows of light and dark ones. As the seeds repeatedly peel themselves to switch colors, the Crusaders gallop toward the camera and stop.)

Crusaders:        Babs Seed, Babs Seed, what are we gonna do?

(Checkerboard two-color pattern, with a seed in each square; it splits horizontally and slides apart to reveal Babs chasing the trio. When the halves come back together, the four heads pop up at the bottom edge, with Babs smirking at the others to scare them off.)

                Got a bully on our tail, gotta hide, we gotta bail

(The checkerboard splits and slides away to yield the peeling-seed pattern again as the Crusaders gallop up.)

                Babs Seed, Babs Seed, if she’s after you

(Checkerboard again, splitting to reveal the chase; this time, though, the entire rig turns 90 degrees as if it were two ledges. The Crusaders drop off the leading “edge,” and the pieces join up again as Babs fades away.)

                Gotta run, we gotta flee, gotta hurry, don’t you see?

(The screen splits into three vertical panels, the colors changing to show pastel pink, blue, and yellow from L to R. Scootaloo, then Sweetie, then Bloom fall into view—L, R, C respectively—and are left disoriented and out of sorts.)

Crusaders:        Babs Seed, Babs Seed, she’s just a bad, bad seed

(In time with the last three words, they are hit with food items in the same order—a tomato for Scootaloo, an ice cream soda for Sweetie, both for Bloom. The entire view slides down to expose Babs, Diamond, and Silver against a light green field; the last two laugh themselves stupid as the first toys with a tomato and drinks the Crusaders’ third, un-thrown soda. Zoom in quickly to an extreme close-up of one eye, whose pupil highlight peels like one of the seeds seen earlier.)

Crusaders:        Yeah, yeah, yeah, yeah, yeah, yeah

(The view splits vertically and slides apart to expose a curtained doorway in a darkened room; Bloom, Sweetie, and Scootaloo put their heads through in time.)

Crusaders:        Yeah, yeah, yeah, yeah, yeah

(Zoom out quickly; this is a movie theater, and they move about in the nearly-empty seats.)

Bloom:        Hiding from a bully, we know it isn’t right

(They end up together near the front and shake their heads.)

                But the Cutie Mark Crusaders, we aren’t looking for a fight

(On screen, an old-style snack ad runs: food items parade past a smiling film reel.)

Scootaloo:        Oh, she’ll go home soon, and then we’ll have some peace again

(Babs’ image appears on screen, yanking the film stock backward, then grabbing up the snacks and leaning out to scare them into a retreat.)

                But for now, we’re staying out of her way ’til then

(They find her drinking a very unhappy soda at the theater exit.)

Bloom:        Everywhere we turn, she’s just a step ahead

(Zoom in quickly on its face, after which the sequence seen on the first repetition of the next four lines plays out again.)

Crusaders:        Babs Seed, Babs Seed, what are we gonna do?

                Got a bully on our tail, gotta hide, we gotta bail

                Babs Seed, Babs Seed, if she’s after you

                Gotta run, we gotta flee, gotta hurry, don’t you see?

(The pastel pink/blue/yellow three-way split occurs, then slides right until the pink portion is at screen right. Scootaloo appears here; the rest of the screen is filled with an image of the Crusaders hunched over a book in the library.)

Crusaders:        Why so mean? (Babs blows dust off another one at them.) Why so crude?

(The assembly slides left to put Sweetie at the left one-third; now the action has shifted to the Carousel Boutique. The three peek out from a dress rack, in pig costumes; Babs, as a wolf, roars in at them.)

                Why so angry? Why so rude?

(Her panel slides back to the right and those for the other two resume their old positions.)

Can’t you be nice? Can’t we be friends?

(Babs saunters across, using a pencil in her teeth to draw mustaches on all three and a beard on Bloom to boot.)

                Isn’t it sad? Is this how it all ends?

(Zoom out through a window to show all three bullies on the other side; Diamond and Silver laugh it up as Babs smirks around her pencil. Now the Crusaders—without their added facial hair—gallop against the peeling-seed background, followed by Babs jumping into a puddle on the Sweet Apple Acres grounds to splatter them.)

Crusaders:        Babs Seed, Babs Seed, she’s just a bad, bad

(More galloping; now she shakes a tree, sending apples out at them.)

                Babs Seed, Babs Seed, she’s just a bad, bad

(Dried off, they lose a step; outside the barn, they skid on thrown banana peels and through the door.)

Babs Seed, Babs Seed

Scootaloo:        She’s just a bad, bad seed

(Crash; the door swings shut.)

Song ends with a stinger

(Pan slightly to frame the merciless triumvirate, the bunch of bananas in Babs’ teeth marking her as the thrower. “Iris in” to three very glum Crusaders walking a path through the orchards.)

Bloom: Babs may have run us outta town… (Overhead view, the corner of the clubhouse platform rail just in view.) …but at least we still have the club…

(Zoom out; their nemesis is lounging up here. Six eyes pop.)

Babs: Hey! What are you doin’ at my clubhouse?

Scootaloo: Y…y… (hovering briefly) Your clubhouse?!? This is our clubhouse!

(Back to Babs on the end of this; she blows her forelock from her eyes.)

Babs: Well, it was yours, and now it’s mine. (Silver steps up from one side.)

Silver: And mine. (Diamond from the other.)

Diamond: And mine!

Bloom: That’s not fair, Babs! We never did anything to you!

Babs: And let’s keep it that way. Now scram, crybabies!

(On the end of this line she collapses the support under the lower section of the ramp and hauls in the rope tied to the upper, flipping it up like a drawbridge.)

Babs, Diamond, Silver: Bump, bump, sugar lump rump!

(Accompanied by a modified version of the Diamond/Silver routine from “Call of the Cutie.” First “bump”: all raise a foreleg and touch hooves. Second: touch them low. “Sugar lump”: the three knees tap together. “Rump”: as Diamond and Silver pivot to present their haunches, she does the same a moment later but flicks her tail down to hide the blank spot. All three laugh and enter the clubhouse, leaving three dumbstruck former tenants staring up after them. Sweetie is the first to start losing her grip on her composure. The other two recoil away from her, seeing her wet eyes, and get an umbrella deployed an instant before she cuts loose with two Pinkie Pie-caliber gushers of tears.)

(Dissolve to a long shot of a few houses and a windmill on the shore of a lake. One of them has a small dock in front, on which Rarity’s father—flowered shirt, straw hat, and all, as seen in “Sisterhooves Social”—is setting up to do a little fishing. This, then, is her parents’ house. Zoom in on it and dissolve to a bedroom inside: walls decorated with hearts, swirls, and hung pictures; big flower-shaped rug; toybox and dresser in one corner; bed with pink blanket and matching heart-covered pillow; nightstand alongside. Sweetie’s presence on the bed marks this room as hers; she lies on her belly, still sobbing, as Bloom paces in the foreground.)

Bloom: That Babs has really gone too far this time! (Scootaloo pops up by the nightstand.)

Scootaloo: Kicked out of our own clubhouse!

Bloom: And my own bed!

Scootaloo: (gasping) Seriously? (Bloom hunkers miserably on the floor.)

Bloom: Super-seriously. (Sweetie sits up.)

Sweetie: We need to talk to Applejack.

(The other two conjure up a quick mental picture of Babs, who looks ready to get medieval on them, and let it pop.)

Bloom, Scootaloo: NO!

Sweetie: Rarity? (The others lean into her face.)

Bloom, Scootaloo: NO! (She thinks for a second.)

Sweetie: Twilight?

Bloom: No, no, no! (moving to bed footboard) We need to fight back!

Scootaloo: (jumping, landing in fighting pose) Yeah! Fight back!

(Cut to just outside the window, framing Bloom as she looks out; Scootaloo pops up next to her.)

Scootaloo: How are we gonna do that?

(Zoom out quickly to the strains of Pinkie’s parasprite-removing polka tune, as heard in “Swarm of the Century.” In a street near the lake, ponies are hard at work on preparations for the Summer Harvest Parade; a couple are touching up or moving produce-shaped floats, while others string up a similarly decorated banner. Cut back to the room; Bloom gasps softly.)

Bloom: By makin’ her the guest of honor at the Summer Harvest Parade! (Scootaloo gasps and jumps on the mattress. The music fades away.)