SCHOOL DAZE—PART ONE

Written by Michael Vogel, Nicole Dubuc

Produced by Devon Cody

Story editing by Nicole Dubuc, Josh Haber

Supervising direction by Jim Miller

Directed by Denny Lu, Mike Myhre

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to an overhead close-up of the magical map on the central table in the throne room of the Castle of Friendship. Zoom out to frame all of it as Twilight Sparkle and her friends gather around, accompanied by Starlight Glimmer and Spike; Rainbow Dash hovers above one edge. The piece of crystalline furniture has grown a size or two, and a few new geographical features have manifested themselves on the shimmery blue surface, the most noticeable of these being a sizable patch that has gone dull gray.)

Twilight: This happened while we were gone?

Applejack: Wow! Those are all the places we went when we left to save Equestria!

(Referring to the events of My Little Pony: The Movie. Close-up. Rarity aims a disgusted eye and hoof at the gray spot, which proves to be a representation of the ramshackle desert settlement of Klugetown.)

Rarity: Ugh! There’s that horrid town where we were almost sold! (Rainbow finds a tiny, hovering copy of Captain Celaeno’s airship.)

Rainbow: The pirates! They were pretty awesome—uh, once they decided not to throw us overboard. (Pinkie Pie spots Mount Aeris, the former home of the hippogriffs.)

Pinkie: (hip-checking Applejack aside) And Mount Aeris! Ooh, Starlight…

(She dives across the table to squish the unicorn’s cheeks.)

Pinkie: …did you know we made seashell necklaces for aaaaaaaaa— (Stop for breath.) —aaaaaaaaall the sea ponies?

Starlight: (bewildered) I…you…really? (Pinkie nods.) What about that unicorn—the one who attacked Canterlot?

Twilight: Tempest. I invited her to come to Ponyville, but she wanted to spread the word of the Storm King’s defeat—and share what she learned about friendship.

Applejack: (pacing past them to Fluttershy) Y’all think that’s why the map grew? Friendship quests beyond Equestria?

Fluttershy: I hope not. I’ve had quite enough life-threatening adventures, thank you very much.

(Cut to Twilight’s side of the table. The attention of all is drawn by the end of a tape measure as it extends into view from o.s. and makes contact with the edge. It is held by Pinkie, who whips into view wearing a full tool belt and a hard hat fitted with a flashing red light.)

Pinkie: How many friendship quests do you think we need to go on— (retracting tape) —before we have to expand the throne room?

Twilight: We can’t do it all alone.

Pinkie: Sure we can! We just need to knock this wall down, get some paint—

(She starts this line holding a clipboard, but trades it first for a jackhammer held against a wall and then for a can of paint and brush as she speaks.)

Twilight: No. I mean, the world is filled with so many different creatures who know nothing about friendship. (pacing around table; Pinkie sets paint/brush down) We need help if we’re gonna teach them all about friendship—lots of help.

Rarity: Perhaps. But where does one go to learn about friendship?

(Close-up; the resident Princess stops and points out Ponyville on the map.)

Twilight: Here. They can all go here, because we’re gonna open a school!

(Fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to a long shot of Celestia’s School for Gifted Unicorns, in Canterlot, during the day and zoom in slowly. The first few words of the following line are heard in voice over before the camera cuts to Twilight, Princess Celestia, and Spike walking a hall inside. Twilight carries a notepad and quill in her magic, Spike holds a stack of papers, and all three are passing a classroom full of young students. Daytime sky is visible through the windows.)

Celestia: I think a school of friendship is a wonderful idea, Twilight. (They stop at the doorway.) I’ll help in any way I can.

(Twilight jots a few lines on her pad with a glance at the colts and fillies, then hurries to catch up to Celestia, having traded her implements for Spike’s notes. The young dragon takes his time rejoining them.)

Twilight: I just have a few questions. (Separate pages; float them up.) What time should school start each day? (Cut to Celestia.)

Celestia: It really d—

Twilight: (from o.s., shifting pages) What’s the ideal length for class? Do you test regularly? (Back to her and Spike.)

Celestia: (from o.s.) Oh, well, that’s a—

Twilight: What about class projects? (To Celestia.)

Celestia: That’s a very—

Twilight: (from o.s.) Assigned seating? (Her again.) Open seating? Or is that too unstructured? (Cut to all three on the end of this.)

Celestia: (chuckling, taking/stacking pages in her field) Oh, Twilight, you were my star pupil. If anyone knows how to run a school, it’s you.

(She floats them down so Spike can take them back.)

Twilight: There’s a big difference between attending a school and running one. It’s not like there’s a rulebook to follow.

Celestia: Actually, there is. The EEA guidebook is very specific about how to run a school.

Twilight: The EEA? I’ve never heard of that. (Spike shrugs his puzzlement.) Should I have heard of that?

Celestia: Of course not. You’ve never run a school before. (Spike takes notes.) The Equestria Education Association is a board of learnéd ponies that oversee every school in Equestria.

Spike: Even your school? But you’re…you!

Celestia: Not even a princess can do whatever she likes when it comes to shaping young pony minds.

(She conjures up the following image as she continues. A seal of two concentric circles, with sprigs of laurel leaves in the space between and curving around the inner one, which houses a horseshoe with points up. Three silhouettes, one by one—a unicorn and a floating leaf, a pegasus with a raining cloud, an earth pony and flower—which swirl away after a moment. The seal vanishes with her final words.)

Celestia: The EEA ensures that whether it’s unicorns studying magic, pegasi learning weather, or earth ponies researching agriculture, all schools are held to the same high standards. They’ll need to approve your plan before you can move forward.

Twilight: (as Spike writes) Okay, Spike. Looks like we have a presentation to make.

Spike: (scoffing) After everything we’ve been through, how hard can that be?

(Both smile confidently. Snap to black, against which a spotlight beam flares from above to pick them out, standing on a stone floor with a stack of ten very, very thick file folders that reaches to nearly double Spike’s height. The light comes up around them to illuminate a meeting hall in which ten ponies stare humorlessly down at them from elevated desks similar to a judge’s bench. Three sit along each wall directly in front of her and to either side, and the tenth has taken a still higher seat at the front. Each has a small desk lamp at his/her position, and all are wearing dark red cloaks with gold braid along the turned-up collars. Cut to Twilight and Spike.)

Spike: (fearfully, to Twilight) I’m gonna go with “really hard.”

Twilight: (to the gathering) Uh, hello. My name is—

Stallion voice: Princess Twilight Sparkle.

(The voice’s severe tone instantly dispirits her and sets her ears to wilting. Cut to the front wall, the speaker being the one in the highest seat—Chancellor Neighsay. Pale gray unicorn; dark gray, slicked-back mane and goatee, blue-green eyes, thick book resting on his desk.)

Neighsay: I am Chancellor Neighsay. Equestria owes you a great debt. But princess or no, we expect you to do things by the book.

(His aura sends the very heavy reading down to the floor, where it lands with a thud and barely misses Twilight’s hooves. On its cover is the seal Celestia displayed for her, marking this group as the Equestria Education Association. She brings it up for a quick flip through the pages, then raises her eyes confidently.)

Twilight: (floating it to Spike and her files up to the group) I think you’ll find my curriculum meets all your requirements, Chancellor.

(The number-one assistant flips her a thumbs-up as her submissions settle onto the desks, the last one taking a bit longer to reach Neighsay. He leafs through it with his magic, this camera angle pointing up a red sash decorated with a gold medallion that bears the EEA seal. He waits to speak until he has reached the very end.)

Neighsay: And can we trust you to follow through with this plan? (Back to front; close the folder.) Or will you leave the school unattended to gallop off on your… (contemptuously) …adventures?

Twilight: My journey beyond Equestria showed me first-hoof that the threats out there are greater than we imagined.

(A round of concerned murmurs ripples through the other nine attendees.)

Twilight: If we want to keep our land safe and create a friendlier tomorrow, we need to teach the magic of friendship far and wide.

Neighsay: A school for ponies to learn how to protect themselves.

Twilight: Uh, more like respecting difference and communicating.

(Neighsay glances from one side to the other, receiving stern nods from the membership.)

Neighsay: The EEA concurs. Everypony should be prepared to defend our way of life. So if your work is in order, provisional EEA approval is granted.

(He taps a front hoof against the file for emphasis as he finishes, showing a short sleeve attached to his cloak. Cut to Twilight and Spike, a relieved grin passing from one face to the other.)

Neighsay: (from o.s.) We will need to observe your school up and running before it can be fully accredited.

(On the end of this, cut to frame both him and her.)

Twilight: Then, please. Join us for Friends and Family Day. It’ll be the perfect time to see our progress.

(A flick of Neighsay’s power brings up a rubber stamp and applies it to the front cover of his folder, imprinting it with the EEA seal in red ink. From here, dissolve to an extreme close-up of a stretch of blue-shingled roof and tilt up to a projecting, lighter-hued brick tower set with a window that bears the six-pointed pink star from Twilight’s cutie mark. The camera shifts to point directly at the end of a rooftop over a white structure trimmed in purple, showing a white copy of the star superimposed over a pink compass rose and a starred purple banner waving in the breeze. Tilt up to frame the upper reaches of an even taller edifice behind it, its uppermost peak topped by a pink banner on a pole whose ornament is a winged copy of the star. The walls are decorated in pastel shades of pink and blue, with hearts worked into the trim. Next, the camera roves along a stone walkway that projects into a small body of water; it ends abruptly, but stepping stones rise to the surface to continue the path—first a heart, then four round ones to stop at the base of a foaming waterfall. The torrent parts slowly to expose a set of double doors immediately in front of the last stone, surmounted by a round window that depicts a rearing Twilight with wings spread. Zoom out slowly to frame the building in its entirety: a sprawling, multi-level complex of towers, courtyards, and bridges, with several waterfalls pouring into a lake that encircles all. Stepping-stone paths lead off to either side from the walkway, while a lamppost stands to each side of the heart. This is the campus of the School of Friendship, whose crest is mounted on a higher level above the doors: a purple shield edged in pink and bearing a six-pointed pink star with gems resting between the arms.)

Rainbow: (voice over) It’s too much. Too much!

Rarity: (voice over, sighing) You think so?         

(Cut to her inside; she has donned a light blue blouse with gold-buttoned white sleeve cuffs, a yellow belt, and a full-length purple skirt that matches the frames of the eyeglasses she also wears. Most of her mane is tied back in a bun, and around her neck is a ribbon tie in a darker shade that her blouse. The overall impression is that of a schoolteacher from bygone times. A stack of folders is visible on one end of a table behind her, and Fluttershy’s rabbit Angel and a bird sit on a nearby ledge.)

Rarity: I had hoped dressing the part would help me feel the part. (Rainbow flies into her face.)

Rainbow: Not your dress…

(Up she goes; long shot of the area, in which Applejack, Fluttershy, and Starlight have also come together. It is an entrance hall with a cloud/sky motif and crystal trim worked into the walls and ceiling, plenty of heart-decorated pillars, and busts of Starswirl the Bearded and Mistmane stand across from each other on pedestals in the foreground. The table has two stacks of folders and a container of quills on it, and a purple banner is being hoisted into position, showing a gold copy of the School’s crest.)

Rainbow: …this! Us! (swooping back down to her) Teaching? They’re gonna think I’m an egghead!

(Her intended exit comes to a most abrupt halt when the barrel of Pinkie’s party cannon trundles into view, followed in short order by its user putting head and forelegs out from the muzzle. Busts of Flash Magnus and Mage Meadowbrook can be seen behind her, on the same side as Mistmane’s; she has ditched her hard hat and tools from the prologue.)

Pinkie: Well, the students are gonna love my confetti cannon class. (donning crash helmet/goggles; the cannon swells ridiculously) It’s gonna be… (Launch; sending her o.s. and throwing confetti everywhere.) …a blast!

(The bits of bright paper rain down past the camera, the view wiping behind them to Fluttershy at the animals’ ledge, now a bit more populated.)

Fluttershy: (to them) Um, hello there. I’m your teacher. I hope you enjoy class, but if you don’t enjoy it, that’s okay too.

(As she speaks, all the critters except Angel clear out and he claps a paw to his face in disgust, touching off a dismayed cringe from her. Cut to the table, Applejack and Starlight now behind it.)

Applejack: I don’t know about all this.

(Zoom out. Twilight has made the scene and is pacing with her copy of the EEA guidebook in her magical grip.)

Twilight: It’s going to be fine. (Pinkie returns without her helmet/goggles.) Everything about this school just feels right. (Close the book.)

Starlight: (floating up a stack of folders) See? If Twilight isn’t stressed, you’ve got nothing to worry about. (She walks off with them; cut to all others but Twilight.)

Applejack: (to Twilight) And you’re sure you want us to be teachers? In…classrooms? (Twilight’s book floats to them, now open.)

Twilight: (from o.s., pointing out a passage) The EEA is very clear on how schools should be run.

(Cut to her. Now a bust of Somnambula can be seen at a far wall on the same side as Starswirl’s, along with a crescent-moon banner.)

Twilight: We have a huge responsibility— (retrieving/closing book) —and I need you all to do this by the book. That means no cannons in class, Pinkie.

Pinkie: (holding up a miniature one on a front hoof) Aww, not even a teeny cannon?

(It is barely one-quarter as long as her foreleg is thick, and it lets off what must surely be Equestria’s smallest confetti blast as she offers a hopeful grin and two big shiny blue eyes. Twilight sets her book down.)

Twilight: I know it’s not some big adventure against the forces of evil, but this could be the most important thing we’ve ever done. I can’t run a School of Friendship without my best friends. Can I count on you?

Rarity: Of course you can, darling.

Rainbow: (resignedly, but smiling) Call me Professor Egghead.

(Extreme close-up of a point between the six mares as they pile up one hoof each.)

Rainbow: (from o.s.) I’m in.

(The six appendages are lifted toward the camera; cut to the mares. The shrill ringing of a school bell is met by a giddy yell from Pinkie.)

Pinkie: First day of school! So many new ponies!

Twilight: About that. One thing I forgot to mention.

(Cut to a long shot of the closed front doors and zoom in to a close-up as they swing open to admit a sizable crowd of ponies—as well as a dragon, griffon, changeling, hippogriff, and yak.)

Twilight: (from o.s.) It’s not just ponies.

(The yak pivots past the camera, the view wiping behind the shaggy brown bulk to a close-up of four thoroughly flummoxed new teachers. Pinkie, the missing fifth, pops up next to them.)

Pinkie: That was unexpected.

(Snap to black.)

Act Two

(Opening shot: fade in to the now-full entrance hall and zoom in through the knots of new arrivals to stop on Twilight, Rainbow, and Rarity at the table. The Princess has her guidebook open and levitating so she can run an eye over the pages.)

Rarity: (magically passing a folder to a mare) Oh! Students certainly traveled from far and wide to attend our school.

Twilight: Princess Celestia helped me reach out to all the kingdoms. (Rainbow gets another for a unicorn stallion to take in his field.) After all, friendship is something that needs to be shared with every…

(Words fail her briefly upon noticing the changeling pace glumly across the hall. Pale blue hide; deep pink carapace with lighter spots covering the back; blue-green eyes; glittering, translucent pink wings. This is Ocellus, a female, who stands out from all other transformed changelings seen to this point in one respect: a mane-like fin running down the back of her head and neck that matches her wings.)

Twilight: …creature.

(Poofing the book away, she moves to address the excited newcomers, who fall quiet as she begins to speak.)

Twilight: Welcome to the School of Friendship. I’m your headmare, Twilight Sparkle. Please follow Guidance Counselor Starlight to sign in and get your class assignments.

(On the end of this, cut to Starlight and Spike, the former waving to the group and the latter with quill and scroll in hand. The camera then returns to Twilight.)

Twilight: Then we can show you your living quarters.

(A light green earth pony colt, Sandbar, ambles away from the back of the crowd. Short, untidy, two-tone green mane/tail; medium green eyes; cutie mark of three sea turtles. His attention momentarily distracted, he runs into the rump of Gallus, a male griffon. Medium blue fur/feathers covering most of the body, with wings and tail tuft in a darker shade; tan coloration from chin down to chest and underbelly, with matching spots above annoyed, deep blue eyes; head plumage shading to golden brown at the tips. Sandbar’s voice carries an easygoing “surfer dude” inflection.)

Sandbar: Whoa, sorry. (Gallus wheels to face him.) I’m Sandbar. Are you a student here too?

Gallus: (sarcastically, rolling eyes) No, I just figured I’d randomly stand here and see how many ponies would walk into me.

(He blows his plumes away from his eyes just before a crotchety old male voice with traces of an Irish brogue cuts in.)

Old voice: Gallus!

(The scornful eyes pop wide open in shock, and he drops his head and plods across the hall. A cut to the speaker nails him down as Gruff, the elderly griffon who told the story of the Idol of Boreas in “The Lost Treasure of Griffonstone.” He is in no better shape now than he was then, and his hacking coughs clear away the nearest bystanders with remarkable speed as Rainbow flies over to him.)

Rainbow: Grandpa Gruff? What are you doing here?

Gruff: Flew all the way from Griffonstone to introduce Gallus.

(Who finishes slinking over, only to get another surprise when he notices the resident Wonderbolt. He rises to hover at her eye level.)

Gallus: Rainbow Dash, right? Gilda told me about you. You’re a teacher? (She nods.) Ah. Thought you’d be… (taunting tone) …cooler.  

(That jibe throws her for a loop. So does the sound of the front doors crashing open again, accompanied by another familiar voice—this one gruff and booming.)

Prince Rutherford: (from o.s.) Ponies! (He stands at the threshold; Pinkie pops up from the crowd.)

Pinkie: Prince Rutherford!

(She bounds to a bit of clear space where a young female yak, Yona, is standing. Dark brown mane bound into two thick braids; green eyes; horns striped in two shades of dark gray; light green blanket on the humped back.)

Rutherford: (crossing to them) This Yona yak. She come to pony school. (Chuckle.) Make it better! (Pinkie salutes.)

Yona: Yak can’t wait to meet ponies— (charging about; a few flee screaming) —and tell all about Yakyakistan!

(The end of one braid gets caught under a hoof, sending her sprawling and yelling in nearly every direction at once. She dislodges a small planter in a collision against one wall, then knocks the bust of Magnus, and ends by pulling a banner down before collapsing in a heap. All three items are saved only thanks to a last-second rush by Pinkie as Yona shakes her head clear.)

Applejack: Why don’t I show you around before you destroy the place?

(Now a rather put-out Dragon Lord Ember trudges into view, pulling a surly young female dragon by the wrist. This one, Smolder, has a deep orange hide and wings, a lighter underbelly that matches the curved horns rising from the sides of her head, blue-green eyes, a ridge of unruly spines in deep magenta running down the back of her head, and a matching spade-shaped projection on the end of her tail. She is perhaps a head shorter than Ember.)

Smolder: But dragons are better than this!

(She pulls free of Ember’s grip and turns huffily away in close-up, crossing her arms.)

Smolder: Why am I here? (Zoom out to frame Ember on the start of the next line.)

Ember: Because as Dragon Lord, I’m ordering you to be here!

(A sudden thought knocks her off the intimidating track; she turns and addresses herself o.s. with a smile.)

Ember: Hey, Spike! (He is up at the front, taking notes.) Come meet Smolder.

(He is only too eager to ditch the paperwork and hurry over.)

Spike: Great to see you, Ember! (He hugs her; she recoils only slightly.) Uh…which one is Smolder?

(Both pairs of reptilian eyes aim themselves confusedly across the space; cut to Smolder lounging against a pillar. Her eyes pop in surprise before the camera zooms out to frame a second dragon, this one taller and in varying shades of tan and brown. This newcomer quails in the face of her searching, skeptical gaze for an uncomfortable moment.)

Thorax: (from o.s.) Ocellus! (Zoom out slightly; he steps up.) What did we talk about?

(A lick of power washes over Tan and subsides to leave the uneasy little changeling standing in the spot as Smolder backs away.)

Thorax: I told you, stay in your own form. It’s the polite thing to do. (addressing himself o.s.) Uh, sorry. Uh, she’s shy.

(Spike and Ember regard the pair with smiles, but Smolder is still a bit unsettled by the shape-change. Behind them, a pale pink female hippogriff thrusts her head up from the crowd for a better look. This is Silverstream, whose beak and talons sport a darker hue; her mane displays two shades of light blue, with the forelock styled as a Mohawk, and her eyes are deep blue-violet. She wears a crystal pendant on a cord strung with three smaller pieces.)

Silverstream: (excitedly, pointing over them) What is that?

(She rockets up from the masses; Ocellus reacts by transforming into a bucktoothed yellow earth pony filly and hustling away. Silverstream’s tail matches her mane for color when she swoops by in pursuit. Ocellus takes shelter beneath the long fall of Fluttershy’s mane, and the mare and filly who had been talking with Fluttershy take their leave just in time for Silverstream to swoop down into a hover.)

Silverstream: No way! I didn’t know ponies could turn into…um…what are you? (Thorax joins them.)

Thorax: A changeling.

Silverstream: Ponies can turn into changelings?!

Fluttershy: (stroking Ocellus’s mane) No, but changelings can turn into ponies. (Ocellus smiles tentatively.)

Silverstream: Huh. (scratching head) That’s confusing.

(A second hippogriff, this one a full-grown male, comes in for a landing and she touches down as well. Now good and scared, Ocellus drops her disguise and huddles down between Thorax’s forelegs in close-up. Cut back to the newcomer, General Seaspray, on the start of the next line. Blue-violet coat with darker beak/talons/hooves and lighter edging down the forelegs; two-tone pale green mane/tail, the former swept back from his face; stern blue-green eyes; same necklace as Silverstream. He speaks with a stuffy British accent.)

Seaspray: I am General Seaspray of Her Majesty Queen Novo’s navy. I would like to introduce the Queen’s niece, Silverstream. (Who pops up into a hover again.)

Silverstream: This place is amazing! (rapid fire) I’ve spent most of my life in a coral reef underwater. I was a sea pony, but now I’m a hippogriff. Long story. Anyway— (perching on Fluttershy’s head, looking across hall) —wow! Is that a yak?

(She rockets away, blowing Fluttershy’s mane over her eyes so that she has to part the pink strands in order to get a clear look at new developments. As Silverstream and Yona hustle cheerfully across the hall, Twilight steps up to address the gathering.)

Twilight: Thank you so much for supporting the grand opening of our school. (Cut here and there among the audience; she continues o.s.) I hope you’ll all join us for Friends and Family Day to see the amazing progress your students are making.

(They respond with a round of wild cheering; she brings out her EEA guidebook.)

Twilight: Looks like school’s in session.

Bright orchestral melody, fast 4 (A major)

(Dissolve to the packed hall and tilt up slowly.)

Students:                The School of Friendship, first day of class

(Spike gives a folder of documents to one.)

                        Will we fail or will we pass?

(Sandbar trots forward and the other out-of-towners scatter near a staircase; Yona trips over her braid and tumbles o.s.)

                        Students come from far and wide

(Silverstream flies past; behind her, wipe to Starlight and Spike beckoning for all to follow them farther in.)

                        Brand-new friends here by our side

C major

(They open a set of double doors to allow the student body through, Twilight hovering above; Ocellus assumes her yellow-pony guise and Yona stumbles again.)

Twilight:                Take a breath, look around, it’s amazing

(She follows them around a well-appointed bend.)

                        I can’t believe that it’s real

                        Students galore, new ideas to explore

                        Can’t contain the excitement I feel

(She addresses Starlight and Spike as the baby dragon jots on a parchment.)

                        Can’t mess up, can’t afford a mistake now

(Dropping to the floor, she floats her guidebook into view and leads them both away.)

                        Think success, keep it firmly in sight

(Open it for all her friends to read.)

                        Make sure to do things by the book

                        Make sure to do it all right

(Dissolve to Rainbow behind the front desk of a full classroom, gesturing uncertainly at a blackboard filled with diagrams as she delivers a lecture. Cut in turn to Pinkie, Fluttershy, Rarity, and Applejack in a similar situation, none looking entirely comfortable with their new role as instructors. Ocellus appears in her natural form during this sequence, but a dissolve to a courtyard shows her as a pony again among the students dispersing in all three dimensions. The camera pans slowly across the grassy area and its fountain as the sky fades from day to night and back to morning, the students vanishing and reappearing to point up the time lapse.)

(Dissolve to Rainbow and the six core students gathered in her classroom. Yona is balancing precariously on one rear hoof atop a pyramid of desks as the other five cheer her on; Ocellus is back in her natural form now. Pinkie shows off the workings of her party cannon, laughing it up as confetti rains down over the group and Silverstream/Smolder cover their ears. Fluttershy has cleared out all the desks and brought in several animal friends for her class session, including Angel and Harry the bear, while Rarity has put the desks in a circle so the students can watch her levitate a hat onto a pony-shaped mannequin that stands on her desk in the center. Finally, Applejack bucks an apple off the top of a pile of desks, the others shifted out of the way. All five are much more at ease now.)

(Cut to the open door of one classroom, seem from the hall, and zoom in slowly as these six hurry eagerly toward it.)

Students:                 The School of Friendship, must get to class

(Inside; it proves to be Fluttershy’s.)

                        Will we fail or will we pass?

(Close-up; they open their textbooks and get a faceful of confetti—Pinkie’s session.)

                        Students learning from the best

(The pink goofball pops up among them. The tip of Gallus’s quill snaps off as he takes notes, but Sandbar is quick to offer a spare; now they are in Rarity’s class.)

                        Taking notes to pass the test

Stoptime with flute/strings only (E flat major)

(In Rainbow’s class, Twilight catches the falling Yona in her field and returns her to the ground, instantly reducing the general enjoyment level.)

Twilight:                 Wait, hold on, not like that, just a second

                        I’m not sure if that method’s approved

(She brings out her guidebook and checks a page.)

                        Let me take a look— (spoken in rhythm) —yep, right here in the book

Full instrumentation in, heavy on brass (D major)

Rainbow:                Come on! We just got in the groove

(She is very surprised to find a mortarboard hat being settled onto her head. The thick volume slides past, spine to the camera; behind it, wipe to an extreme close-up of the party cannon’s burning fuse. A longer shot frames Pinkie sitting atop the breech and a helmeted Gallus ready to be launched toward a mattress-covered wall as the others watch, all but Yona covering their ears. Twilight winks into view above them and instantly restores the normal classroom furniture before flying off, not noticing the gloomy/sour looks coming her way.)

A major, modulating to C major

Twilight:                Can’t mess up, can’t afford a mistake now

(She vanishes a spider from Fluttershy’s upraised hoof and puts this room back in order just as quickly.)

                        We are shaping young minds to ignite

(Applejack’s classroom gets the same treatment, then Rarity’s.)

                        Do it like it says in the book, now

                        Make sure you’re doing it right

(The view slides away and is replaced by Pinkie frantically sketching on her blackboard, the chalk held in her mane.)

Pinkie:                There’s not an equation on how to have fun

(Slide to the students exhibiting varied degrees of disinterest, frustration, and boredom.)

Fluttershy:                 The students look bored now, oh, what have I done?

(Slide to Applejack at her board, which shows a pony’s face with ridiculously elongated nose and covered by a red circle/slash.)

Applejack:                Can’t teach bein’ honest, not sure what to do                

(Slide to Rarity skimming the contents of a long scroll at ludicrous speed.)

Rarity:                I’m quite certain I’m lost

(Smaller panels showing Twilight’s other four friends slide in from top/bottom to tile the screen on either side of her.)

All five:                None of us has a clue

(The screen briefly tiles itself with images of the six students, followed by a fullscreen view of them zigzagging their way down a long hall whose walls are lined with doors. Their freight of textbooks increases on every pass.)

Students:                The School of Friendship, another class

                        Wish it were more of a blast

                        Thought this school would be more fun

                        Can’t wait for our classes to be done

(The cover of the EEA guidebook slides down to fill the screen, its seal turning 180 degrees to show a closely inked page beyond and Twilight on the flip side.)

Background lyrics are in square brackets and sung under the previous line (C minor)

Twilight:                        Can’t mess up, can’t afford a mistake now

Students:                        [School of Friendship]

(Cut to Pinkie at the head of her class, popping a balloon with a pin, then to a weary Fluttershy and a roomful of snoozing pupils.)

Pinkie:                        No way to have fun

Fluttershy:                        Oh, what have I done?

(They wake up; Twilight’s translucent image superimposing itself on the view as the camera cuts quickly from class to class.)

Twilight:                        Think success, keep it firmly in sight

Students:                        [Bored with this class]

Students:                        Wish that we could leave our desks

Rainbow, Rarity:                [We don’t have a clue]

E flat minor

Students:                        Listen to this one request

(Starlight and Spike watch them plod/flap by with their piles of required reading.)

                                Make things fun, we’re really stressed

(Close-up: Twilight flies up, book in tow. Zoom out slowly to frame the throng of exhausted, disgruntled attendees in the entrance hall.)

C major

Twilight:                        Make sure to do things by the book now

Hold the last note for several beats, then modulate to E flat minor when music resumes

(Cut from one scene of academic misfortune to another in quick succession, ending with a long shot of the entire campus.)

All others:                        Can we tell her this thing is a mess?

Song ends

(The cover of the EEA guidebook closes itself over the view. From here, dissolve to the six students trudging through the halls and voicing a chorus of groans and yawns.)

Silverstream: Is this what boring is? Am I bored? (Cut to Gallus/Sandbar/Smolder, walking slightly ahead.)

Smolder: Ugh, please. These ponies are the heroes of Equestria?

Sandbar: Listen. These ponies saved all of us from the Storm King.

Gallus: How? By boring him into surrender? (Pan back to Ocellus/Silverstream/Yona on the next line.)

Silverstream: Our teachers are…a little different than I expected.

Yona: Ugh! Pony school waste of time! Yak school teach how to braid yak hair! Braiding yak hair is best! (She trips on a braid and stumbles ahead…) Whooaa!

(…and collides with Smolder, propelling her ahead as if she had just been hit with a wrecking ball. The hirsute youngster ends up crashed out on her back as Smolder gets upright.)

Smolder: (crossing to her) Is there anything in Yakyakistan that isn’t the best? (Yona stands up.)

Yona: Yes! Wait…No! Yaks best.

Smolder: No claws, no wings, no fire. (She pulls Yona’s mouth open to point up this last.) What is it exactly you’re proud of?

Sandbar: (chuckling) Whoa, cool it! No need to harsh Yona’s love for her heritage, okay?

Gallus: (snarky, sidling up to him) Aww, are we not being sweet and friendly enough for you, pony?

Silverstream: That was sarcasm, right? Because you weren’t being sweet or nice?

Smolder: Maybe dragons and griffons are just too tough for friendship. (She bumps fists with Gallus; cut to Yona.)

Yona: Yaks tough, just not nasty. (Gallus leans into her face.)

Gallus: Who you calling nasty, klutz?

(The two butt heads and strain back and forth for some seconds, each trying to shove the other off balance.)

Rainbow: (from o.s.) Okay, break it up! (dropping into view behind them) Break it up!

(She has shed the mortarboard Twilight bestowed on her during the song, and she pushes each a step back from the other as the camera zooms out. Applejack and Starlight have arrived, the former lassoing Gallus to keep him back and the latter pulling Yona back with her field.)

Starlight: What is going on here?

Gallus: Just a friendly discussion about the magic of friendship amongst friends. (Applejack pulls her rope away.)

Applejack: Everypony—I mean, everyone, go to your next class!

(Starlight has released Yona as well by now. The six pupils grudgingly vacate the scene as the three mares gather for a talk of their own.)

Applejack: I just can’t believe it. Fights breakin’ out when they’re supposed to be learnin’ friendship?

Starlight: Things definitely aren’t going as by-the-book as Twilight planned.

Rainbow: That’s because we’re terrible teachers! Face it—this school isn’t gonna work.

(Fade to black.)

Act Three

(Opening shot: fade in to a large round office that Twilight has claimed as her own. Display cases and tall bookshelves line the walls, the latter equipped with ladders to reach the top levels, and a number of stools are set out in front of the Princess’s desk. She sits behind it with Spike off to one side, facing the rest of the gang as they voice a scramble of complaints and the camera zooms in slowly. Rarity has shed her schoolteacher outfit and undone the bun in her mane, and Rainbow drives her point home by showing a crude sketch of herself wearing her mortarboard and holding a book, the top of her cranium cracked open to play up the “egghead” angle. The others go quiet as she speaks.)

Rainbow: I don’t look like that, do I?

(Not her own doing, then. Pinkie goes into the windup for a big snore, having somehow managed to put herself to sleep, but bites it off once Twilight begins to speak. Across the office from the desk is a pair of tall, closed double doors.)

Twilight: I get it. (Pinkie shakes her head clear; zoom in.) Things are getting off to a rougher start than expected. (Spike climbs up onto the desk…) But that’s okay. (…and turns her head to face him straight on.)

Spike: Who are you and what have you done with Twilight Sparkle?

(She floats him off the desk, bringing up the EEA guidebook instead.)

Twilight: Every school in Equestria follows these rules. As long as we do too, we’ll be fine.

Starlight: Maybe we should…try something new?

Twilight: The EEA will be here this afternoon for Friends and Family Day. They need to see a school that follows their guidelines.

Fluttershy: Even if those guidelines aren’t working?

Twilight: (needled, leaning out over desk) Well, then, we have to try harder and make sure they do. (She brightens at the ringing of the school bell.) Another morning, another chance to inspire our students.

(The other six mares, far from convinced, file out of the office as she nods confidently; Rainbow opens the doors for them. Wipe to a hallway junction, at which Gallus and Smolder turn to go in the opposite direction from Sandbar.)

Sandbar: Hey! (pointing) Professor Dash’s class is this way. (The two encounter Ocellus/Silverstream/Yona.)

Ocellus: Where are you going? You’re not… (Gasp.) …skipping, are you?

Smolder: (fist-bumping Gallus) That’s exactly what we’re doing.

Silverstream: (panicked) But Friends and Family Day—

Gallus: —is after class. Relax! This is just a quick… (A moment’s thought.) …mental health break.

(The other three huddle in for a quick, whispered discussion, which breaks once Silverstream speaks up.)

Silverstream: Oh! That sounds legit. We’re in!

Sandbar: (reluctantly, joining them) I guess I’ll tag along too—make sure you don’t get into…trouble.

(The party of six starts off down the hall, Sandbar bringing up the rear as the only one of the six not giggling over their plan to go AWOL. However, the sound of Fluttershy’s and the sight of her advancing shadow from a side passage bring them up short.)

Fluttershy: (from around corner) This way, Angel.

Silverstream: (to others) Professor Fluttershy! We’re busted!

(Gathering her courage, Ocellus steps forward and assumes Rarity’s appearance an instant before the yellow pegasus and her bunny buddy advance into view.)

Fluttershy: Oh, my! What are you all doing? (pointing past the group) Aren’t classes that way?

Ocellus: (as Rarity) Uh… (Clear throat; adopt an exaggerated version of her speech pattern.) …a generosity field trip, darling. (Giggle.) I’m taking the students to the lake— (fiddling with mane) —to look at our divine reflections.

(A bat of the vivid blue eyes is met by gobsmacked stares from the other five aspiring truants. Fluttershy buys it hook, line and sinker, completely missing the filthy look Angel is sending her way.)

Fluttershy: Oh! That sounds nice. Have fun!

(As she goes on her way, the white fuzzball narrows his beady black eyes at the six and voices a snarl that manages to be intimidating despite his small size. Once he has hopped after her, Ocellus drops the act and all six race off laughing.)

Smolder: (to Ocellus) I take back everything I said about you. That was cool!

Ocellus: Thanks! (puzzled) Wait. What did you say about me?

(Wipe to the courtyard, where Twilight and Starlight have gone for a walk.)

Starlight: You’re sure sticking to the book is gonna work?

Twilight: My friends can handle anything. They’ll have these problems turned around before we know it.

(On this second sentence, a portal opens in midair behind her and Neighsay steps through, a clipboard and quill held in his field. Away from his desk in the EEA meeting hall, he proves to be quite tall and long-legged, with a tail styled similarly to his mane.)

Neighsay: Problems? (Both mares stop with a gasp and turn to him, Twilight forcing a smile.)

Twilight: Chancellor Neighsay! (The portal closes.) You’re here! (Starlight gives her a funny look.)

Neighsay: Yes. And you seem unprepared. (taking notes) If there are problems… (Now Starlight smiles as well.)

Twilight: Problems? Ha! Of course not! We can’t wait to show you around.

(He says nothing, but keeps his quill moving as she voices a shaky giggle through locked teeth. Dissolve to the six hooky-players cooling it at the shore of a lake and pan slowly across the scene.)

Gallus: (dramatically) And that’s why griffons breathe fire when we get mad. (Close-up.)

Silverstream: They do not! (Pause.) Wait. Do they? No! Really?

Yona: (laughing) Griffons just full of hot air! (All join in the mirth; close-up of Smolder and Yona.)

Smolder: And yaks are actually good at jokes. How about that? (Zoom out to frame Ocellus and Sandbar on the next line.)

Ocellus: What are dragons good at? (Smolder zips into the air.)

Smolder: Competition. Who’s up for a race?

(In just a bit more than no time flat, the other five are up on their hooves/talons/paws and all attention. Wipe to Twilight and Starlight leading Neighsay down a hall, he still jotting away at his clipboard; they stop short when Rainbow zooms in from a side corridor and screeches to a midair halt.)

Twilight: Rainbow Dash, why aren’t you in class teaching?

Rainbow: Because my students are gone!

(Cut to the other three. Twilight and Starlight get a real scare thrown into them by the news, the former drawing a hoof across her throat in a “cut it out” gesture.)

Rainbow: (from o.s., thinking fast) Uh…g-gone… (Back to her.) …somewhere else! (Grin.) Doing a loyalty lesson. And—And I was just going to grab a…

(After a quick, jittery glance around herself, she peels out. Cut to the three horned ponies as she holds a pencil into view.)

Rainbow: (from o.s.) …this pencil! Because they need it— (Back to her.) —uh, wherever they are, which I know, ’cause…I’m the teacher! (Cut to Twilight and Starlight, the latter clapping a hoof to her forehead.)

Twilight: (forcing a smile/chuckle.) I see. Well, Chancellor, we have other classes. We can just go— (Zoom out to frame Neighsay on the next line.)

Neighsay: Let’s follow the professor. I’m quite curious about this lesson in loyalty.

(Realizing that she is well and truly foxed, Rainbow slumps in midair and flaps listlessly away. Wipe to a long shot of the prodigal youths at the lake and zoom in as they race laughing around its shore; those with wings are airborne. As before, Yona steps on the end of one braid and topples forward with a yell; this time, though, Sandbar darts in to support her chin with his back so she can right herself.)

Twilight: (voice over) Of course, we want to instill a sense of loyalty towards others.

(The flying four hold a quick, whispered discussion and zip down.)

Twilight: (voice over) We encourage acts of generosity and kindness.

(Gallus hoists Sandbar clear of the turf, while Silverstream and Smolder tackle the job of lifting Yona. Mixed shouts of fear and delight as Ocellus brings up the rear.)

Gallus: Figured we shouldn’t be the only ones enjoying the view.

Yona: (yelling in terror) Yaks not best at flying! (But she starts to get into the spirit, laughter drifting around her.)

Twilight: (voice over) An appreciation for the value of laughter…

Yona: Flying is best!

Silverstream: Congratulations, Yona! (eyes spinning in sockets) You are officially the weirdest thing I’ve seen so far!

Smolder: What do you say, Ocellus? Can you be weirder than a flying yak?

(The shape-shifter throws them a resolute nod and lets her magic engulf her, the view instantly shifting to the other five and zooming out as the shadow of something very, very large extends over them. Whatever Ocellus has become, it puts them all to shame for sheer size and earns her a round of awed murmurs.)

(Dissolve to Rainbow unwillingly leading Twilight, Starlight, and Neighsay along a corridor.)

Twilight: …and to always be honest in any situation.

Neighsay: (impatiently) Honesty is imperative. (Stop.) Princess, are we going in circles?

Twilight: (levitating an open pocket watch) Uh, look at the time. (tucking it away) We’d better head to the lake for Friends and Family Day. (walking ahead) I’m sure all the students and faculty will be there.

(The other two mares do not share even a scrap of her faint hope. Dissolve to a long shot of a meadow off to one side of the School grounds, zooming in slowly as ponies congregate here and there, and cut to Applejack, Fluttershy, Pinkie, and Rarity near a refreshment table. Pinkie points out the approaching delegation of Ember, Gruff, Rutherford, Seaspray, and Thorax, led by Spike. All are soon enjoying themselves in conversation and drinks, but the merriment comes to a grinding halt as Ember picks up on the sound of a rapidly approaching, insect-like buzz.)

Ember: (pointing into sky) What is that?

(“That” proves to the missing students, and the sound is courtesy of Ocellus. Her enormous new form is something of a dragonfly/bumblebee cross, with the elongated proboscis of a mosquito and four jointed legs that end in long, curved claws. Their landing approach tips the gathering into full-scale pandemonium that clears the grounds in record time, leaving seven very confused mares and one Chancellor whose disapproval yields to a cry of terror as he hunkers down behind Twilight.)

Neighsay: The School is under attack!

(Sandbar slips out of Gallus’s grip and bounces heavily across the grass, knocking Gruff/Rutherford/Seaspray/Thorax silly as he barrels through them like a wrecking ball. Yona’s weight finally proves too much for Silverstream and Smolder to support, and all three drop screaming into the nearest snack table, launching a cake directly into Gruff’s face. Last is Ocellus, who pulls up just in time to avoid a spectacular crash landing; however, her redirected momentum carries her into one of the School’s peripheral towers and smashes it. Chunks of masonry rain down, barely missing the freaked-out crowds, as she reverts to her normal form and goes down with them. The crash of a particularly large stone mass throws up enough dust to fill the screen.)

(To a symphony of coughs and moans, the view clears to frame the four elders who took the brunt of this colossal screw-up. Gruff wipes a glob of icing from his face and tastes it, while Twilight gets an eyeful of the six across the meadow.)

Silverstream: Uh, maybe skipping class wasn’t the best idea?

Neighsay: (to them) How dare you! This act of aggression against ponies—

Twilight: I’m so sorry, Chancellor. We clearly had some students get a little carried away.

Neighsay: Those are students?! (pacing) But—you said you were opening this school to protect Equestria! To defend ponies from— (eyeing the four elders, all upright/clean and now joined by Ember) —dangerous creatures who don’t have our best interests at heart!

Twilight: My school teaches for all of us to work together through friendship.

Neighsay: (stomping for emphasis) And how do you know these creatures won’t take what they have learned here and use it against us?

Twilight: Friendship isn’t just for ponies.

Neighsay: (leaning toward her) It should be.

Rutherford: Unicorn think yaks don’t need friendship? (leaning into Neighsay’s face) Maybe yaks don’t need pony school!

Neighsay: (pushing him back) Well, then, perhaps you should return to your kind. (Ember and Thorax take this very badly.)

Ember: (needled) “Your kind”? Smolder, let’s go!

(She lifts off, the young orange dragon following her after a rueful glance back at her new friends.)

Seaspray: Queen Novo will want to hear of this! (He strides off.)

Gruff: Well, this place seemed lame anyways. (Follow Seaspray.)

(Gallus, Silverstream, and Yona slog after their elders, spirits all the way down to the bottom of their particular appendages, as Thorax crosses to Twilight and Ocellus. The other staff members gather in during the next line.)

Thorax: It’s fine. We know not everypony sees us the way you do. (flying away with Ocellus) We’re used to it.

(An indignant Twilight strides over to Neighsay.)

Twilight: Princess Celestia helped me reach out to all the kingdoms! When she hears you closed the School because—

Neighsay: (overlapping her last word) —because you failed to meet the EEA’s standards?

Twilight: What?

Neighsay: Irresponsible teachers! Students skipping class! Endangering ponies! Your school is a disaster! Perhaps if you had higher standards for who was admitted— (pacing past her) —this could have been avoided. (Stop on a hillock.) Regardless…

(A brief press of one hoof against the medallion on his cloak causes it to blaze gold and feed power into his horn as it warms up. The two magics combine into a red/gold beam that lances up several yards at an angle, terminating in a large, crackling orb that disappears after a long moment. It is replaced by loops of glowing chain links that encircle the entire complex and constrict toward the central building. A flash causes a large wax seal to materialize some yards out from the front door; it shows a closed eye within a capital Greek omega letter, a keyhole, and two lengths of chain crossed to form an X. The ends of the magic chains hook into the edges, and the whole lot zooms toward the doors and flashes blinding white on contact. When the view clears, the seal has affixed itself to the doors and the chains extend only as far as the frame to hold it in place. Wisps of smoke dribble up from the seal as viscous rivulets of wax trickle down from its lower edge.)

Neighsay: (stomping for emphasis) By order of the EEA, I am shutting this school down!

Twilight: (softly, aghast) Oh…

(Cut to a “To be continued…” title card and snap to black.)

Continued in Part Two

SCHOOL DAZE—PART TWO

Written by Michael Vogel, Nicole Dubuc

Produced by Devon Cody

Story editing by Nicole Dubuc, Josh Haber

Supervising direction by Jim Miller

Directed by Denny Lu, Mike Myhre

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a “Previously on My Little Pony” title card, then to black, then in to the opening shot of Part One: Twilight Sparkle and company gathering around the expanded magical map in the throne room of the Castle of Friendship.)

Twilight: This happened while we were gone? (Pinkie Pie, equipped with tool belt and lighted hard hat, plies a tape measure.)

Applejack: (voice over) Friendship quests beyond Equestria?

(Cut to the exterior of the School of Friendship and zoom out.)

Twilight: (voice over) We’re gonna open a school!

Chancellor Neighsay: (voice over) We expect you to do things by the book.

(On these last three words, cut to the meeting hall of the Equestria Education Association; he levitates a copy of its formidable rulebook off his desk and lets it thud down at Twilight’s feet. The next shot is of the front doors swinging open to admit the new students.)

Twilight: (voice over) We have a huge responsibility— (Cut to each of her friends in turn, lecturing halfheartedly in their respective classes.) —and I need you all to do this by the book.

(Gallus, Sandbar, and Smolder walk the halls, not too thrilled with their academic experience.)

Smolder: These ponies are the heroes of Equestria?

(Cut to her and Silverstream giving Yona a lift during their unauthorized side trip to the lake. All are in a much better frame of mind out here, and Ocellus does her transformation to throw a gigantic shadow over her five classmates—these three plus Gallus carrying Sandbar.) 

Gallus: (voice over) This is just a quick…mental health break.

(The campus: the six come in for a landing, Ocellus’s change revealed as a massive dragonfly/bumblebee/mosquito cross-breed.)

Neighsay: (voice over) The School is under attack!

(Total panic takes hold among those in attendance for Friends and Family Day; next, he faces the truants down amid the wreckage of the tower they wiped out, Ocellus back to her usual form.)

Neighsay: Those are students?

(He conjures up magical chains that wrap around the entire complex and contract to lock the front doors, secured with a seal.)

Neighsay: (voice over) I am shutting this school down!

(This last word is delivered on camera, accompanied by an emphatic stomp, when the view cuts to him.)

Twilight: (softly, aghast) Oh…

(Snap to black.)

OPENING THEME

Act One

(Opening shot: fade in to Twilight’s bedchamber within the Castle and zoom in slowly on the bed itself, piled high with a jumble of random pillows. Others litter the floor, and the doors and all the curtains are closed. A melancholy melody issues from a crank-operated phonograph on the nightstand as Spike opens one door to peek in.)

Spike: Twilight? You feeling okay?

(A long groan in his boss’s voice issues from somewhere within the mound. He lifts the needle off the record to cut off the music, then removes one pillow to unearth her face. Her mane is a wreck, the tears running down her cheeks have puddled on the bedspread, and the wadded tissues and full box strewn around her speak to just how rough a time she has been having. With a pathetic little moan, she levitates the pillow out of Spike’s hands and sets it back in place to hide herself away again; he groans quietly to himself, then smiles.)

Spike: Look on the bright side. (climbing up, lounging on pile) Sure, the EEA closed your friendship school, but now you’ve got time to do other stuff. It’s like being on vacation!

(Twilight heaves up to her haunches, scattering the pillows everywhere and launching Spike across the room with a yelp.)

Twilight: A failure vacation! (Cut to him, on the floor, and back as she continues.) I’m supposed to be the Princess of Friendship, and all I did was make enemies with Equestria’s allies, upset my friends, and get my school… (One eye twitches.) …unaccredited! (flailing forelegs) There is no bright side!

(She lets herself flop back onto the mattress, scattering a few more pillows, and ends up hidden from view due to the placement of the camera just beyond the bed’s footboard. The box of tissues is floated up, and one is extracted and brought down for an extended bit of nose-blowing.)

Spike: (to himself) Okay, then. I’m gonna need backup. (He stands and addresses the doors at full voice.) Operation Cheer-Up is a go!

(They are knocked fully open by the airborne arrival of Rainbow Dash, who immediately opens one set of window curtains to let sunlight pour into the room. The violet Princess gives her an incredibly dirty look and covers her eyes with a wing.)

Rainbow: Come on, Twilight! You can’t sit around in the boring dark all day! (Applejack, Fluttershy, Pinkie, and Rarity walk in, Pinkie balancing a platter of treats on her head.)

Applejack: Exactly!

(Close-up: an open jar with a spoon stuck in is tucked in her saddlebags.)

Applejack: What you need is a double dose of Granny Smith’s apple mash.

(Getting the handle in her teeth, she brings up a load of said product and offers it to Twilight, who parts her wing feathers just enough to roll her eyes disgustedly before covering them again. The bemused farmer straightens up, the camera zooming out on the next line to frame Fluttershy stepping up alongside her. The pegasus is toting her own bags.)

Fluttershy: Whenever I’m sad, a hug from Angel bunny always makes me feel better.

(Said white rabbit pushes the flap open, squeaks in alarm once she points out the crisis, and hops onto the bed. Dragging Twilight’s wing away from her face, he gives her the biggest smile and hug he can drum up with his short limbs—but the ploy backfires on him. Not only does she fail to cheer up, but he degenerates into a whimpering ball of white fluff.)

Fluttershy: Oh! (She hastily returns him to her bags.) Uh…maybe it’s just me. (Lame chuckle; pan to frame Rarity stepping to the footboard on the next line.)

Rarity: I find that nothing brightens my mood like a new ensemble.

(And she proceeds to shove one onto Twilight’s supine form with a little horn-power. The recipient finds herself standing on the mattress and clad in a dress whose upper half is inspired by Elizabethan fashion: white neck ruff over a high blue-green collar, long gray/white striped sleeves, gold-trimmed pink tunic. The skirt, on the other hand, is a two-layer affair in pink/gold and two-tone blue-green that resembles an upside-down jester’s cap and bells.)

Twilight: (sighing) Thanks, Rarity. It’s a great dress… (sobbing, collapsing to haunches) …for somepony who knows how to run a school!

(Her decision to blow her nose on the skirt sends Rarity into an almighty cringe; now Pinkie whips over next to Spike.)

Pinkie: (aside, to him) You didn’t tell me this was a pity party! I would have brought ice cream!

Twilight: (composed) I appreciate you trying to make me feel better, but not everything can be fixed with dresses and cupcakes. (Rarity gasps sharply.)

Pinkie: What?!?

(Her own start of surprise jostles a few sweets off the platter on her head; Twilight removes the dress.)

Twilight: (jumping off bed) I just need some time to be alone and think.

(She clomps slowly out of the room, her magic pulling the doors shut. Dissolve to the exterior of the Castle, the School sitting immediately to the viewer’s right with the walkway over its perimeter lake projecting from the crystalline roots. Twilight plods along this toward the sealed doors and stops to face them with a deflated moan in a head-on close-up, her mane back in order. The next words jolt her out of this deep blue funk, and the camera pivots slightly during them to frame Starlight standing a short distance back.)

Starlight: (smugly) I wondered how long you’d take to get tired of pillow fort pouting.

Twilight: Everypony’s already tried to cheer me up. It won’t work.

Starlight: (chuckling) Oh, I’m not gonna cheer you up. I’m gonna tell you what you did wrong. (Twilight whirls to face her.)

Twilight: What?!

Starlight: You gave up too easily. (Twilight shoots her a funny look.) Hey, you made me a guidance counselor. (poking Twilight’s chest) That means tough love. (The hoof is pushed back.)

Twilight: Neighsay was right. (pacing past Starlight) I failed. The school was a disaster. (Starlight cuts her off.)

Starlight: So was I when you met me. (lifting Twilight’s chin) But you showed me that when you know in your heart something is right, you stand up for it. You did that for me. (gesturing toward doors) Why not for this?

(The camera tilts up to follow her gaze toward the rooftops, then cuts back to Twilight.)

Twilight: (gesturing about) I can’t go against the EEA! They’re in charge of all the schools in Equestria!

Starlight: (pushing her hoof down) And you’re in charge of all the friendship in Equestria. Why should you let somepony else stop you from doing your job?

Twilight: (pulling out EEA guidebook) But the EEA rulebook—

(She is not at all prepared for her friend to smack it into the water.)

Starlight: —doesn’t matter!

(During these two words, cut to Twilight watching it sink into the depths. Once the ripples subside, her worried reflection appears in the surface and Starlight steps closer.)

Starlight: You can write your own rules, because you’re doing something new.  Something important. (Twilight turns to her with a smile.)

Twilight: You’re right! Why we’re doing this is way more important than how we’re doing this— (stomping for emphasis) —and we are doing this!

Starlight: Now that’s the Twilight I know. How can I help?

Twilight: You already have.

(The two mares embrace on the walkway. Dissolve to an overhead shot of her throne room, all the seats occupied except for hers; the rest of her friends have ditched the gear they used to try and cheer her up, and Spike has quill/scroll at the ready. The doors fly open to reveal a jubilant Twilight at the threshold.)

Twilight: Guess what! The School of Friendship is back in business! (Starlight peeks in behind her. Disbelief on the others’ faces.)

Rainbow: What?!

Rarity: But why?

Fluttershy: Oh, no.

Applejack: Bad idea.

Pinkie: Do we still get to guess?

Rainbow: No offense, Twilight, but teaching at that school was the most boring, horrible, awful thing ever.

Applejack: (aside, to her) Uh, pretty sure she’s gonna take offense to that.

Twilight: (walking in; Starlight follows) No. Rainbow Dash is right. I owe you all an apology. (Her perspective, panning slowly across the table.) I was so focused on doing things the EEA way, I didn’t listen to any of you. (Back to her and Starlight.) I’m sorry. I promise, this time we’ll run the School like friends should—together.

(Zoom out to frame the entire room, then cut to Fluttershy/Pinkie/Rarity.)

Rarity: So…we’d be allowed to teach however we want to?

Fluttershy: No more scary pop quizzes?

Pinkie: Confetti cannons for everycreature?

(One such piece of party artillery deploys itself near every occupant of the room, all sporting customized paint jobs.)

Twilight: (laughing) Whatever you need to teach the Elements of Harmony.

Pinkie: YIPPEE!!

(All eight fire off at once to rain confetti down over the meeting. Cut to a close-up of Twilight and Starlight—grinning and smiling, respectively—and zoom out on the next line to frame the five mares now gathered around them.)

Applejack: Well, in that case, we’re behind you one hundred percent, Twilight. (Throat-clearing from the o.s. Spike; cut to him.)

Spike: (holding up two fingers) Just two small problems. (counting off one) The School is still unaccredited… (Twilight’s eye twitches; he counts the other.) …and we don’t have any students! 

(A soft gasp signals the onset of a brainstorm for Twilight.)

Twilight: I’ll take care of the first part if you five can round up our class.

Rainbow: Totally! (catching herself) Uh…how?

Applejack: Roundin’ up the pony students ain’t gonna be an issue, but—

Fluttershy: —the creatures from the other kingdoms seemed pretty upset with us.

Rarity: Pfft! Nonsense! (flicking a curl) I’m certain we can win them over with our charm and style.  

(Optimism takes root in the brain behind the purple eyes as the view dissolves to the interior of a hut in Yakyakistan. Prince Rutherford sits cross-legged on a wooden throne atop a small dais, marking this as the realm’s seat of power. Its back reaches above his head and is topped by a pair of broad horns trimmed in gold; burning wall-mounted torches frame it on either side. The rest of the area sports rough wooden furniture, cushions on the floor, wall/ceiling textile hangings, and rugs covering most of the dirt floor. A low table set with food stands across from the throne. Pinkie slips in past the blanket covering the entrance; she carries an open box of cupcakes and is wearing a blue baseball cap marked with this same item.)

Pinkie: (singsong) Cupcake-gram for Prince Rutherford! (Close-up of him.)

Rutherford: Why pink pony here? Yaks mad at ponies!

(She sidles up, now without the box and cap and holding a single treat.)

Pinkie: Because… (shoving it in his mouth) …you don’t have to be mad anymore! (hugging him) We’re reopening Twilight Sparkle’s School of Friendship! (backflipping away) And it’s gonna be super-uper-duper better than before!

(Cut to Rarity addressing Dragon Lord Ember, who hovers and holds the Bloodstone Scepter as her symbol of office, and a couple of her skeptical subjects in the Dragon Lands.)

Rarity: We’re ever so sorry about the misunderstanding. All creatures are, of course, welcome.

(Now Fluttershy speaks to Thorax, his brother Pharynx, and an onlooker changeling in their domain.)

Fluttershy: We would be really happy if you sent your student back to class.

(Applejack stands before General Seaspray and a second hippogriff with slightly lighter coloration. They are on the streets of the settlement on the peak of Mount Aeris, which had been abandoned by the hippogriffs in their retreat to the sea; the place is starting to make a comeback.)

Applejack: It won’t be the same without ‘em. We’re open and ready to start teachin’—

(In Griffonstone, Rainbow hovers just outside an upper-story window in Groff’s house to speak to him.)

Rainbow: —right now! So… (He turns his face away; she moves closer.) …what are you waiting for? Get your student and let’s go!

Gruff: (emphatically) Not happenin’!

Rainbow: (groaning) Do you need me to do the whole apology and explanation thing again? Okay.

(She inflates her lungs to bursting as part of the windup for it, but Gruff darts out to put a talon to her lips before she can get the first syllable out.)

Gruff: Listen, missy. It’s not happenin’ because—

(Smaller images of the other four elders slide in to tile the screen on either side of him: Rutherford and Thorax on the left, Ember and Seaspray on the right. Ember no longer holds the Scepter.)

All five: —our student is gone!

(These panels slide away and are replaced by the five visitors in the same respective positions, their minds completely blown by this update.)

Applejack, Fluttershy, Pinkie, Rainbow, Rarity: What?!?!?

(Fade to black.)

Act Two

(Opening shot: fade in to a long shot of Canterlot and zoom in slowly.)

Rutherford: (voice over) Where Yona?!?

(Cut to the throne room of Canterlot Castle. Princesses Celestia and Luna are seated on the upper level of its dais, accompanied by a standing Twilight, and watching the advance of the elders from the other five dominions.)

Rutherford: This all ponies’ fault! (Cut to him and Ember.)

Ember: (to him) You’re pretty quick to blame them! (They butt heads.) What are you hiding, yak? (He snorts out steam.)

Thorax: (stammering) Can—can we just focus on finding our lost students?

Gruff: Nice try! You grubs are probably hidin’ the whole lot of ’em!

Celestia: (from o.s.) Please, everycreature! (Cut to her, Luna, and Twilight; she shifts from standing to sitting.) If you can just explain what happened…

Seaspray: (stepping forward) The students left us notes before they disappeared. When the School closed, they didn’t want to say goodbye to each other. They claimed they ran away to stay together.

(Twilight’s features shift into a relieved smile in less time than it takes to say “bug out.”)

Twilight: I can’t believe it! They did learn friendship!

(This outburst earns a round of quizzical looks from the delegation.)

Twilight: Sorry.

Seaspray: The students couldn’t have done this by themselves. Somecreature is hiding them! If the niece of our Queen is not found soon— (thumping his chest) —I promise there will be retribution!

Ember: (incensed, flying into his face, breathing a spurt of fire) Yeah? Well, my dragons will burn every kingdom until we find which of you is hiding Smolder! (Gruff flies up to her, ready to punch it out.)

Gruff: Tell it to the griffon army! (Rutherford shoves them apart.)

Rutherford: Yaks fight griffons and dragons!

Thorax: The Changeling Empire can’t afford an international incident. If any creature blames the changelings for this— (Ember rounds on him.)

Ember: What are you up to, shape-shifter?

Thorax: But we’re friends.

(Recall that they met during their coincidental visits to Ponyville in “Triple Threat.”)

Celestia: (aside) Find the students quickly, Twilight, or I fear our world will be at war.

(Now good and scared, the youngest Princess in the room takes wing. Dissolve to a long shot of Sugarcube Corner and zoom in slowly.)

Twilight: (voice over) Okay. Let’s review what we know.

(Cut to an extreme close-up of the top left corner of a sheet of paper on an easel inside, depicting a sketch of Smolder’s face next to a block of text. On the next line, the camera tilts down to a similar picture of each named student in turn and Spike points from one to the next.)

Spike: (from o.s.) Smolder, Ocellus, Silverstream, Yona, and Gallus disappeared together.

(Zoom out quickly to frame the entire shop floor. He and the easel are up on a counter for all seven mares to see. Down the right edge of the page are five large question marks. Twilight has a quill and scroll in her field, ready to take notes, but shifts them after a long silence to give Spike a “get on with it” gesture.)

Spike: That’s all we know. (Cut to Applejack/Fluttershy/Pinkie.)

Applejack: They’re prob’ly just off hidin’ somewhere. (Pan to Starlight on the next line.)

Starlight: Unless they used some kind of spell to disappear.

Rainbow: Ooh, or went undercover!

Pinkie: (to Fluttershy) Maybe they were attacked by a ferocious shrimp! (nudging her) Nopony ever expects that.

Fluttershy: (gasping in fright) Shrimps can attack?

Pinkie: Nope! That’s why nopony expects it. (Wink.)

(The bell over the door jingles as Sandbar enters, a ticket clamped in his teeth. He freezes in his tracks upon noticing the investigative octet and Spike’s chart.)

Sandbar: Whoa!

(Tacking on one of the shakiest grins in recorded pony history, the pale green colt eases across the floor as if it were covered with live grenades. He sets his ticket down on top of a display case, only for Pinkie to instantly pop up behind it and scare him all over again.)

Pinkie: Hi, Sandbar!

(In a trice, she has whisked the slip away and piled five boxes into his grip, the topmost open to reveal a batch of cupcakes.)

Pinkie: Are you having a party?

Sandbar: (sweating profusely) No! I’m just…um…really hungry, yeah?

(A big squeaky grin creases the pink face; he sneaks toward the door, unnoticed by the rest of the gang.)

Rarity: We need to think like our students. (He stops, dropping a few cupcakes; Pinkie opens the door so he can exit.) If someone told us we would never see each other again, what would we do?

Pinkie: Go someplace we could all hang out and eat lots and lots of cupcakes!

(This conclusion earns her the mother of all funny looks from the others.)

Pinkie: (shrugging, puzzled) Whaaaat?

Fluttershy: Sandbar was friends with all of the missing students, and he just got plenty of cupcakes.

Applejack: (rubbing chin) Huh. He was at the farm this mornin’, pickin’ up a wagonload of apples.

Rarity: And I saw him in a shop, buying pillows and blankets! (Rainbow drops in above them with a gasp.)

Rainbow: He must be taking all that stuff to the other students! (socking one front hoof against the other) We gotta follow him!

(Applejack, Fluttershy, and Rarity charge toward the open door only to get wedged side by side in the frame, to Pinkie’s amusement. She dives over them just as Rainbow tries to make her own flying exit, with the result that these two also end up jammed in place. Cut to the exterior of the building; they finally pop loose and end up sprawled all over the stoop and pavement. As they start to get up, the view dissolves to a long shot of the ruins of the Castle of the Royal Pony Sisters, or of the Two Sisters, and zooms in slowly. Gallus flies above the site, describing wide lazy arcs and laughing merrily; cut to within the entrance hall as he darts down through the gaping hole in its ceiling and somersaults into a landing. Ocellus sits on the stairs, reading one of the many books piled around her; Silverstream emerges from a side corridor; Smolder walks in carrying an armored helmet.)

Gallus: Huh. (lifting off, gliding about) This place is way cooler than I thought it’d be.

(Silverstream flits here and there, her attention grabbed by any new detail; now Yona hurries into view down the stairs, but steps on the end of a braid and describes a most painful belly flop on the floor. The orange dragon, meanwhile, is snacking on the gems she can pry loose from the helmet.)

Smolder: Even I’m impressed. What’s it called again, Ocellus?

Ocellus: The Castle of the Two Sisters. (Close-up.) I remembered it from class—Princess Twilight’s History of Pre-Equestrian Friendships.

Gallus: (from o.s.) Ha! (Longer shot; he is hanging by his tail from a pole.) Who knew?

(He flips loose and touches down on the stairs with a chuckle.)

Gallus: School was actually good for something. (Yona stands up.)

Yona: Yona not really like School— (gathering Gallus/Ocellus/Smolder into a crushing hug) —but Yona like new friends! (Smolder has now set the helmet aside.)

Smolder: (half-strangled) Smolder like breathing!

Silverstream: (from o.s.) Hey, you guys! (She is hovering at an elevated window over the doors.) Sandbar is back!

(The other four hustle eagerly toward her; cut to the colt, hauling a train of three carts harnessed one to the next and loaded up with the supplies that the grownups recalled. One of the rearmost wheels bounces heavily over a stone in the path, causing an apple to fall out of that cart and land in front of an adjoining bush. A short, orange-furred arm shoots out from the foliage to snatch it. Yona throws the doors open with gusto.)

Yona: Cupcakes are best cakes!

(She peels out toward Sandbar, who voices a frightened shout and throws up a foreleg to protect his head from a most unpleasant high-speed encounter with the overexcited yak. Gallus pulls in overhead to hold the ends of her braids for most of the run; as soon as he lets go, she steps on one and goes head over rump as before. This time, though, she comes to a dead stop on her haunches just short of crashing into Sandbar and starts panting and wagging her tail like a dog.)

Sandbar: (sighing with relief) Thanks for the assist, Gallus.

Gallus: Pfft! I was saving the cupcakes.

(A shaggy hoof and a set of talons open the topmost box to reveal the colorful baked goodness within, and the students attached to those limbs start chowing down messily. Ocellus flies past them to check out the soft knitted stuff in the next cart; Sandbar is out of his harness now.)

Ocellus: (diving in) Pillows! How nice! The castle is going to be so much more comfy. (Here comes Smolder.)

Smolder: And fun! (She seizes one…) Pillow fight!

(…and lets fly, scoring a direct hit on Sandbar that knocks him to his haunches. He has just enough time to recover his senses and bite down on it to defend against her swinging follow-up, but an approaching shadow and buzz of wings causes them both to forget the feathered fracas. Zoom out to frame the cause as a massive bugbear—see “Slice of Life” for anatomical details— striped in white and pale blue. The paws of all six legs clutch a load of pillows to the broad chest, and the coloration of its fur and wings gives it away as Ocellus in a new form. She slams to the ground, pinning Sandbar and Smolder under her bulk, and all five have a good laugh over the prank.)

Silverstream: (from o.s.) You guys!

(A wash of magic, and the changeling is herself again as all five heads turn toward the voice. Close-up of the enraptured Silverstream.)

Silverstream: I just found… (Zoom out; she gestures at a door and its set of…) …STAIRS!!

(General bewilderment from the rest of the students.)

Gallus: Aaaand we care because…?

Silverstream: (running talons over them) Stairs are awesome! We don’t have anything like ’em underwater ’cause, you know… (She touches her pendant; a flash, and she has become a sea pony.) …no way to climb ’em.

Other five: Ohhhhh! (Silverstream resumes hippogriff form and hovers.)

Silverstream: This place has everything! (wistfully, landing on stairs) If only my family back home could see it.

(An apple is thrown into view, bonking off the top of her head; she catches it and bites down, instantly forgetting to be sad. Cut to the other five, Smolder marking herself as the tosser by wiping her hands.)

Ocellus: I wish the other changelings could meet you all. You’re not nearly as strange as the stories say.

Smolder: (sourly) Gee, thanks. (airily) But, yeah. Hanging out with other creatures is actually, uh…not bad.

(A rustling from somewhere o.s. cuts her off, and eyes turn toward one of the bushes at the periphery of the entrance area. Something orange, fuzzy, and approximately spherical pitches out of it and onto the flagstones, where it uncurls to expose a hairless face, beady black eyes, four stubby limbs, and a short tail. It sits on it haunches, and its coloration marks it as the one that took the fallen apple from Sandbar’s cart. The next sequence establishes its size as roughly chest-high to him.)

Sandbar: Uh, most other creatures. (pointing) What is that thing?

Ocellus: (sighing) Am I the only one who didn’t sleep through Professor Fluttershy’s Critters of Comfort and Conflict class? (smiling) It’s a puckwudgie! Maybe I can make friends with it!

(Magic swirls to turn her into this form, with pale blue fur and pink exposed skin on face and paws. She crosses to the orange puckwudgie, waving and gibbering animatedly in its language. It responds with brisling fur and a savage snarl that exposes a mouthful of pointed teeth; the noise serves as a summons to bring many others—some pink, others blue—bounding out of the undergrowth. All start into a round of menacing screeches, prompting Ocellus to back up to her friends and revert to her true form.)

Ocellus: Oops. (Sheepish laugh.)
Yona: Yak plan better.

(She throws herself into a yelling headlong charge; the puckwudgies fail to be cowed, but instead turn their backs to her and launch a salvo of porcupine-like quills. These arc high and bear down directly on her, stopped only at the last second by one of Sandbar’s empty carts when it is swung into view as a shield. The wielder proves to be a hovering Silverstream, who sets it down only for the orange one to jump on and let go with a string of very bad puckwudgie language. Yona is first to back off, dragging Silverstream to keep her from taking a fresh round of quills to the face.)

(Gallus and Sandbar flee from the doors as reinforcements bounce after them, but all too soon the six find themselves being hemmed in by advancing attackers in all three shades—orange, pink, blue. The carts have all been emptied, and the students quickly pull them together as a makeshift barricade and hunker down fearfully behind them as the puckwudgies brace for a new assault. Fade to black.)

Act Three

(Opening shot: fade in to the imminent shelling and zoom in slowly, then cut to one cart as Silverstream risks a peek over it. Smolder pops up behind her and heaves a pillow toward the puckwudgies, who waste no time in shooting it full of holes.)

Smolder: Think, Ocellus! Did Professor Fluttershy say anything about how to beat puckwudgies in her lecture?

Ocellus: (sighing) I’m sorry, I can’t remember!

Gallus: I’m gonna go ahead and guess it’s not pillows, apples…

(Grab a cupcake from the ground; hold it up and o.s.; sound of quills launching; pull it down, now bristling with them.)

Gallus: …or cupcakes. (Cut to Silverstream/Smolder/Yona.)

Silverstream: Wouldn’t class have been about how to make friends with them?

Sandbar: (from o.s.) Uh, guys? (Long shot of the battleground; he peeks up.) They’re getting really close. (Their side again.)

Yona: (smiling) Yona not scared! Yona have friends!

(She puts out one determined front hoof, each of the others piling on a hand/hoof/talon to show their support. All six face front resolutely as three puckwudgies begin hurling themselves from point-blank range—and then a rainbow contrail blasts across the screen to clear out this first wave. The students look over the carts, totally befuddled, and are treated to the sight of Rainbow streaking past to stick one by its quills onto each of three adjoining trees. She flips a salute toward the group as Gallus boggles up at her, shading his eyes.)

Gallus: Is that Professor Egghead?

(Magic fields in two different colors seize many of the remaining puckwudgies and plow them away, courtesy of the arriving Twilight and Starlight. The mares back this move up by touching the tips of their glowing horns together, generating a shock wave that radiates outward to clear away the rest of the attackers, after which they gallop off to continue the fight. Spike jumps up to nail one with a flying headbutt.)

Spike: Yeah!

(The victory is short-lived, as he is forced to bug out ahead of two others that start chasing after him. Cut to an extreme close-up of one getting its quills telekinetically styled and tied with bows, then cut to Rarity on the job. The puckwudgie in question has resigned itself to this treatment, which is just about to include hairspray and makeup when Spike races past, now chased by three rather than two. A bit of thought, and she has finished her makeover as these assailants run back the other way, now good and scared. Applejack lassos two at once to bring them down, while a couple of nearby birds airlift the third up to a hovering Fluttershy.)

Fluttershy: Oh! Don’t hurt them! (The birds drop it into her forelegs for a hug.) Just ask them to leave nicely.

(Pinkie wheels her party cannon into view past the animal lover, who carries her snarling little captive away, and points it skyward just in time for Rainbow to stuff several others down the barrel. A wipe of dust from the blue hooves, the fuse burns, and the whole lot of them get blasted into the stratosphere amid an explosion of confetti. In a long shot of the ruins, the irked puckwudgies descend safely to earth thanks to the parachutes that have been strapped to their backs. By this point, Fluttershy has discarded the one she was carrying.)

(Yona is the first to smile as the students stare confusedly past their blockade.)

Yona: Not bad! (mock-dismissively) For pony.

Ocellus: Wow! They’re amazing!

Gallus: I had no idea our teachers were actually cool.

Sandbar: (laughing) I’ve been trying to tell you!

Silverstream: Oh, did you see that? (swooping back and forth, knocking carts away) Rainbow Dash was like, zoooom, and then whoooaaa, the puckwudgies went flying! And then the birds came and— (Smolder cuts her off with a hand on her talons.)

Smolder: (dryly) Yeah. We all just lived it. (smiling) But you’re right. That was pretty amazing—even by dragon standards.

(After Twilight, Rainbow, and Starlight have run the last few stragglers out of the joint, the Princess gallops back to the six youths.)

Twilight: Is everycreature all right?

(They mumble assent as she gives Yona a once-over and the rest of the Ponyville contingent gathers in.)

Spike: (slightly out of breath) You’re lucky we got here in time!

Starlight: You know, this probably isn’t the safest place for a campout. (Spike nods.)

Ocellus: (deflated) Does that mean you’re going to send us back to our homes?

(There follows a round of whimpering and pleading looks.)

Twilight: Not exactly. We have another option in mind.

(Smiles flick from one mare’s face to another during a long silence.)

Gallus: (neutrally) We’re listening. (Zoom in slowly on Twilight.)

Twilight: It’s pretty clear you’ve already started learning friendship without your teachers, but we’d like to show you even more— (Zoom in quickly to a close-up.) —if you’d come back to school?

(Her hopeful grin is met with rather less enthusiasm than she might have thought.)

Smolder: Not much of a choice.

Applejack: (removing hat) To be honest, we felt exactly the same way when Twilight told us she was reopening the School. (Cut to Twilight/Rarity/Starlight.)

Rarity: But this time, we guarantee it shall be different.

Rainbow: (from o.s.) Oh, yeah. (Cut to her, hovering.) When class run my way [sic], it’ll be two hundred and twenty percent cooler.

Fluttershy: (tossing EEA guidebook over shoulder; it hits a puckwudgie) And without the EEA, it’ll be much friendlier.

Pinkie: Plus, all your nations won’t go to war if you come back with us. Bonus!

(Applejack’s hat is back on again by now. The update on international relations brings all six pupils’ brains to a screeching halt.)

Sandbar: Wait. What’s happening?

(Dissolve to the upper reaches of the School of Friendship and tilt down to a long shot of them and the Ponyville bunch approaching the sealed front doors. In a closer shot, Twilight fires up her horn in preparation to blow the barrier apart, but stands down at the sound of the next voice.)

Celestia: (from o.s.) Twilight!

(She and the elders from the other nations arrive.)

Celestia: I was so relieved to get your letter.

Seaspray: As was Queen Novo. Oh, we’re just glad you’re all right, Silverstream. (Gruff whisks up to get in Gallus’s face.)

Gruff: Don’t expect a welcome party from me, sonny! It’s time you got home!

(The old griffon’s beak clamps onto the younger one’s head plumage, ready to drag him off bodily if need be, but Gallus slaps free.)

Gallus: I’m not leaving.

Gruff: Whaaaat?!

Ocellus: None of us are. (huddling behind Smolder) Sorry, Thorax.

(Cut to him, quailing before Ember’s scowl, and pan slightly to frame Rutherford fully on the next line.)

Rutherford: Yak not understand. This pony joke?

Smolder: (from o.s.) No! (Cut to her, Ocellus, and Sandbar.) We’re going back to school!

Ember: How? You can’t even get inside!

(Any further discussion gives way to puzzled glances from the students, and smiles from the mares, as the sound of Twilight’s energizing horn asserts itself. Once it reaches full, brilliant power, she lets rip with a beam that shatters Neighsay’s seal and dispels the chains holding it on.)

Twilight: School is back in session!

(A chorus of overjoyed cheers from those in attendance does not last long, as Twilight turns toward the doors to find a portal opening on their surface—the sort Neighsay used to visit the campus in Part One, Act Three. Four pale gray hooves step through and touch down on the doorstep, one by one, and the uptight unicorn picks up a shard of his seal only for it to crumble on his hoof.)

Neighsay: Who dared remove my seal?

Twilight: I did, Chancellor Neighsay. And I respectfully ask you to step aside, or classes will start late.

Neighsay: Classes won’t start at all! (facing her down) The EEA has spoken, and none shall pass!

(His stomp against the step generates a shock wave that shakes the entire area briefly as it radiates outward.)

Yona: Yak pass if yak say! Hmph! (Sandbar strains to hold her back from a charge.)

Neighsay: This is for the greater good. The School was disorganized, the teachers unqualified! And those dangerous and unpredictable students put ponies’ lives in danger!

(On the end of this, he points to one side and the camera pans quickly to the tower they trashed. It then shifts to a slow pan across the foreign delegation, none of whose members find this even remotely amusing; Rutherford even goes so far as to growl softly.)

Ember: (snarling) I’ll show you unpredictable!

(All five members begin to advance, hurling threats and invective and general unfriendly language at the administrator, but halt when Celestia puts out a hoof to bar the way.)

Celestia: Hold on, please! I’m sure Princess Twilight Sparkle has a good explanation for all of this.

Twilight: I do. It’s true that my School of Friendship is EEA unaccredited.

Spike: (to Rarity) Look! She said it without doing the eye thing!

Neighsay: Then it is not a school!

Twilight: (smugly, pushing him back) It’s not an EEA school, it’s a friendship school—(Glance up over the doors; long shot of the campus as birds fly past. Slow pan.) —with its own rules.

(Back to her and Neighsay.)

Twilight: I should know. I wrote the book.

(A bit of horn-power conjures up a hardback volume and drops it at Neighsay’s hooves. It is at least three times as thick as the EEA guidebook, and its cover is purple, displaying her cutie mark within a gold laurel wreath and circle. Neighsay glowers at its very existence.)

Twilight: (gesturing to group) These students reminded me that every friendship is special. (Pan across them and the elders; she continues o.s.) So the way we teach it has to be just as unique. (Back to her.) My school is going to do things differently.

Neighsay: (pushing rulebook aside) Allowing all of these creatures to attend your school! Changing the rules for them! It simply won’t work!

(On the next line, cut to just behind him, Celestia flying down to land on the doorstep.)

Celestia: I seem to recall something about earth ponies, unicorns, and pegasi doing something similar, don’t you?

Twilight: I promise you, Chancellor, my school will help protect Equestria.

Neighsay: Or destroy it!

(He leaps back through his portal, which vanishes in a wash of blue flame. The students are quite vocal in their joy at his exit, but the elders are much more pensive about the way this showdown has ended.)

Gruff: Hmph! How’s this school gonna be any different from last time?

(Zoom in quickly on Twilight, who just tips him a smiling wink.)

Light orchestral melody, brisk 4 (D major)

(Cut to just within the doors as they swing open to admit the students and faculty.)

Twilight:                 This brand-new School of Friendship is home to everyone

(Ocellus, carrying a box of books, is spooked into dropping them when Gallus holds the entrance hall’s bust of Flash Magnus toward her.)

Ocellus:                We’re learning how to trust

(Both laugh over the prank.)

Gallus:                We’re here to all have fun

(One of Yona’s braids swings across the screen; now Rarity loops the ends behind the young yak’s ears with her magic and secures them with bows.)

Rarity:                 With friendship ties that bind us

(Yona lays a big-league hug on her. A cider mug float past; behind its edge, wipe to Applejack and Rainbow raising drinks for a toast as a stallion chugs his down.)

Applejack:                Tighter than the strongest bonds

(Fluttershy draws Twilight and Starlight together so they can join hooves.)

Fluttershy:                We’re hoof in hoof

(A chain quickly forms: Yona to Smolder to Sandbar to Silverstream to Twilight.)

All:                        In hand in hoof in wing or even claw

Light percussion in

(Seven mares, six students, and one dragon have now formed a circle in the hall. Gallus zooms past in the fore; behind him, wipe to the exterior of the School and zoom in as he flies toward it, emerging in its courtyard and zeroing in on his five new friends. Twilight watches from an upper-story window.)

Twilight:                        There’s a griffon in the garden

(She, Rainbow, and Spike pass Silverstream talking with Seaspray.)

Rainbow:                        Hippogriffs hang in the hall

(Sandbar, Yona, and a filly barrel past, followed by Smolder on the wing.)

Spike:                                And the door will be open to all creatures great and small

Brass builds (E major)

(Pinkie straightens up into view strumming a mandolin with a harmonica on an attached holder; a tuba coils around her midsection. Zoom out to frame her, the students, and three adult yaks in a gaily decorated classroom under a rain of confetti.)

Pinkie:                        And a yak or two or three

Yaks:                                              Singing perfect harmony

(Out in the hall, Fluttershy and Starlight walk past only to encounter a duplicate of the pegasus with Angel riding on her back.)

Starlight:                        That might have been a changeling

Fluttershy with Angel:        But it kinda looks like me

Full percussion in

(The bunny rubs his eyes in disbelief at the carbon copy—doubtless Ocellus in disguise—before the bough of an apple tree floats past the camera. Behind it, wipe to a barn-like workshop equipped with plenty of tables and tools, as well as a blackboard for teaching purposes. A fully loaded tree is rooted in the center of the floor. Applejack is leading the group in a wood shop class; Ocellus is herself again now.)

All:                         This School of Friendship is for all of us

(Yona climbs up on a countertop, puts her back to the others, and lets herself topple so they can catch her.)

                                    A place where we belong, where we all learn to share and trust

(An opulently appointed room, not too far off from the theme of the Carousel Boutique, with a raised platform at its center. Clothing design sketches and racks of fabric bolts line the walls around the blackboard, and a pony-shaped mannequin in a badly charred dress stands on the platform alongside a very nervous Smolder. Rarity and the rest of her students laugh at the result of the dragon’s wayward fire breath, and she comes to smile in time.)

                                        The only rule here is to find your way

(She hefts a red kickball and takes flight confidently, the background behind her changing to a large round gymnasium. A toss to Sandbar, who heads it up to a hovering Gallus so he can pitch it through a hoop; a pegasus tries and fails to block the shot. Rainbow flies up, wearing a cap and whistle and carrying a clipboard, and gives them a beaming nod.)

                                        And friendship always wins at the end of the day

(Gallus circles down and surprises Sandbar and Smolder by pulling them both into a hug. They laugh at his change of attitude as Silverstream and other students gather around. Fade to black, against which a spotlight beam flicks on to frame Twilight holding a book.)

Strings/piano only

Twilight:                Some things you just can’t teach with books

(She floats it away; cut to a slow pan across her audience, all intently reading sheets of notes.)

                        Some things you only know

Bass, light percussion in

                        So trust your heart and let us lead

(Horn fires up; a brilliant corona surrounds her as the camera zooms out. This lecture hall is filled with bookshelves, rows of padded amphitheater seats, and scientific equipment that includes model planets suspended from the ceiling. She stands facing the class on a small stage backed by a wall-mounted blackboard.)

                        And your friendship’s sure to grow

Other instruments in

(Cut to Ocellus/Silverstream/Smolder in a different room; Fluttershy holds a puckwudgie into view, unsettling them considerably.)

Students:                And once we master kindness

(Long shot: she and all six are in a classroom that gives onto an upper-story balcony, its ceiling supported by trees whose branches have grown together to form natural arches. Animal toys and care supplies are laid around the perimeter. Ocellus breaks the tension by turning into a mouse.)

                        We will spread it ’cross this land

Full percussion in; brass builds

(Silverstream swoops past in the fore and away from the camera, the view behind her shifting to a tilt up to the peak of the tower she and her friends ruined. It has been fully rebuilt, and Gallus does a final bit of polishing as Silverstream plants the flag she carries, emblazoned with the School’s crest.)

All:                        And give the gift that’s ours to share

(Twilight, Starlight, Celestia, and the other realms’ elders observe from ground level.)

                        So others understand

(Copies of Twilight’s backbreaker of a school rulebook tumble down past the camera; behind them, wipe to Starlight at the front of her own classroom—the most conventionally furnished of the lot. She paces with a book in her aura and is pleased to see one student after another raise a hoof—including an animated Angel.)

All:                        This School of Friendship is for all of us

                        A place where we belong, where we all learn to share and trust

(Sandbar and the five out-of-towners marvel over something they have found in a book. Rainbow, now without her cap/whistle/clipboard, and Gallus hoist a plank past the camera; behind them, wipe to a meadow in front of the School as they set it in place on two supports for a bench on a platform. Spike holds a copy of the crest upright in front.)

                        The only rule here is to find your way

(Students and teachers quickly form up in three rows, the rearmost on the bench.)

                        And friendship always wins at the end of the day

(The lens of a “bellows” camera extends toward them; cut to Photo Finish behind it as she snaps a picture. The flashbulb glare subsides to yield a class photo in a wooden frame.)

Song ends

(The mares’ legs fade into view behind the frame as Ember’s clawed fingers appear, gripping it—this is her perspective.)

Ember: (groaning loudly, lowering it) Fine!

(Seven apprehensive faces stare at the Dragon Lord; cut to her, hands to ears, and Smolder.)

Ember: If you promise to stop singing, Smolder can stay!

(The elders and their wards have now gathered with Twilight and company outside the front doors.)

Smolder: Wahoo!

Rutherford: (grumbling a bit, clapping Yona on the back) If dragon stay, yak stay.

Thorax: (rubbing Ocellus’s head) I know you will make the changelings proud, Ocellus.

Seaspray: (to Silverstream) You belong here. (She lays an energetic hug on him.) Now, can you show me those stair things you mentioned?

Silverstream: (laughing, very giddy) Oh, yeah!

(She is quick to whisk him away; cut to Gallus, whose self-satisfaction evaporates in the short time it takes him to glance skyward just before Gruff drops into view.)

Gruff: What? You belong at home! (Close-up.) You think I care if you’ve made friends?

Gallus: (from o.s.) Pleeeease, Grandpa Gruff?

(The curmudgeon flicks his eyes toward the ground and is stunned to find Gallus giving him both barrels of the “big sad soulful eyes” treatment, with talons clasped beseechingly under his chin and a whimper thrown in for good measure.)

Gruff: All right, all right! Stop doing that!

(His mission accomplished, Gallus turns away with an ecstatic grin and races back toward the doors. Twilight holds them open as a cheering, laughing tide of future friendship scholars stampedes into the halls of learning, and Starlight stops on the threshold to address her.)

Starlight: Guess I make a pretty good guidance counselor, huh?

Twilight: Yes! Writing the rulebook was the most fun ever! (pacing away from her; camera follows) I can’t wait to start working on the new lesson plans!

(A soft throat-clearing from the o.s. Applejack snaps her back to reality; she grins sheepishly and scratches the back of her neck as the other five mares step up.)

Twilight: With some help from my friends.

(Cut to a long shot of the entrance, zooming out as she leads them in and the elders disperse, then fade to black.)

THE MAUD COUPLE

Written by Nick Confalone

Produced by Devon Cody

Story editing by Nicole Dubuc, Josh Haber

Supervising direction by Jim Miller

Directed by Denny Lu, Mike Myhre

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a long shot of a building that faces a Ponyville street at night. The lighted sign on its roof displays the faces of two laughing mares and a microphone between them, marking the establishment as a comedy club. Zoom in slowly as an announcer stallion’s voice is heard.)

Announcer: (voice over) Please put your hooves together for your next performer, Maud Pie!

(Inside, he stands behind a mic on a small stage before an applauding crowd, seated at tables with small lit candles. After beckoning to one side, he clears off to make room for Maud Pie, who steps up from that end as the room goes absolutely silent. After a couple of taps to make sure it is in working order, she starts into her routine; her next four lines are amplified by the sound system.)

Maud: What do you call an alicorn with no wings and no horn? (Long pause.) Earth pony.

(The joint remains dead quiet save for Pinkie Pie’s wild laughter from somewhere off to one side, which brings more than a few puzzled looks.)

Maud: But seriously, being an earth pony isn’t so bad. (Slow pan across the baffled patrons; she continues o.s.) We’ve got magic powers too, like walking around— (Back to her.) —and picking stuff up with our teeth. (A bout of confused murmurs.) That’s sarcasm, by the way.

(Her sister’s braying laugh slashes the quiet again; pan quickly to Pinkie, pounding the table at which she is seated with Bon Bon and Lyra Heartstrings. They both give her a nasty look as she calms down just a bit and throws a foreleg across Lyra’s shoulders chummily.)

Pinkie: It’s funny… (pulling her closer) …’cause it’s true!

(She releases her hold on the green unicorn; cut back to the stage.)

Maud: My favorite thing to listen to is clastic rock. The accumulation of sediments over millennia forming to create sandstone, shale, and breccia. It sounds something like this.

(Her slight lean toward the microphone is accompanied by a brief whine of feedback; after it fades away, all the puzzled listeners strain their ears to pick up any further sound. They get a whole lot of nothing until Maud opens her mouth after some seconds and backs away.)

Maud: And that’s my time.

(With the performance now concluded, the raucously laughing Pinkie bounds onto the stage.)

Pinkie: (throwing foreleg across Maud’s shoulders) Isn’t my sister Maud the most hilarious, entertaining, amazing comedian ever?

(After a beat of total quiet, the audience erupts into gales of laughter, several members banging on the tables and even collapsing onto them. Pinkie nods acknowledgment and throws a grin to her stoic sibling. Zoom out slowly from the stage and fade to black.)

OPENING THEME

Act One

(Opening shot: fade in to the exterior of the comedy club. Zoom in slowly as the doors open to let the two sisters out, then cut to a close-up of them.)

Pinkie: (giddily) Your jokes, your hilarious delivery, your— (sputtering a bit) —your everything!

Maud: How was my… (Long pause.) …timing?

Pinkie: (laughing) You got me! Come on. (hop-pivoting to fall in next to her; they start walking) Let’s celebrate, sister style! We can get matching stickers that say “Eyes on the Pies,” then show them off at the Ponyville Sticker Convention that I could plan for tomorrow if you want?

(During this line, she pulls out a sheet of four identical stickers—a googly-eyed pie—and plasters them all onto her own cheek. The two stop walking as she finishes.)

Maud: Actually, I’m busy tonight.

Pinkie: Aww, that’s what you said yesterday! (Pull the stickers off.) And the day before that, and the day before the day before that. (Sigh; circle to face Maud.) It’s just…we haven’t hung out in a really long time because you always have other plans— (pulling a can of whipped cream from her mane) —even when you promised to build whipped cream pyramids with me.

(A burst of the sweet stuff fills her mouth and ends up hanging from her chin as a beard. Cut to the impassive sister.)

Maud: I know. I am sorry, Pinkie. The reason is, I have a— (A pink hoof corks her mouth.)

Pinkie: (from o.s., cheerfully) Apology accepted!

(Cut to frame both; she has put away the can, swallowed, and cleaned her face.)

Pinkie: As long as we get some serious sister time before your birthday. (casually, pawing at ground) And there’s, uh, definitely no reason I want to hang out before your birthday. Just, uh, you know— (out of one side of her mouth, nudging Maud’s chest) —not planning anything special.

Maud: Okay.

Pinkie: What about tomorrow morning? (Big grin.)

Maud: Okay.

(The excitable pink mare scatters a hoof-load of confetti.)

Pinkie: Yay! Just you and me. Best Sister Friends Forever!

Maud: Best Sister Friends Forever.

Pinkie: (hopping around her) I can’t wait for tomorrow to be today!

(She voices a near-ultrasonic squeal of pure joy while bounding toward the camera. Once her image fills the screen, she drops out of sight, the view behind her wiping to the cavern chamber in which Maud set up housekeeping at the end of “Rock Solid Friendship.” Her squeal continues as she hops into view, and stops only when she does. The subdued mare is nowhere in sight.)

Pinkie: Tomorrow is today! Who’s ready for some fun times at Sugarcube Corner? (hopping to bedroom area) The answer is you! (calmly) I would also accept “Maud.”

(Only now does the total absence of any other equine dawn on her.)

Pinkie: Maud? (louder, looking around herself) Maud!

(The second repetition echoes hollowly over the rushing waters; once it has subsided, an inspiration hits and she voice a happy gasp.)

Pinkie: Oh, I get it! We’re playing hide-and-go-seek!

(She hops away. Wipe to a Ponyville street during the day; a stallion outfitted for construction duty gets a very big surprise when his hard hat rises off his head, carried upward on Pinkie’s brain bucket. She peers intently in a certain direction, then vanishes as quickly as she came only to pop up from a nearby barrel and flip its lid onto the roadbed. The stallion warily eases away from the spot as she continues her scrutiny, drops out of sight, and does a quick there-and-gone peek by hanging upside down from above.)

(Out on the lake, a stallion and mare have their romantic rowboat outing interrupted when Pinkie’s head breaks the surface, carrying one of the floating lily pads with it. After a flick of the blue eyes from side to side, she plunges away to leave the pad as it was. Her next move takes her to the belfry of the village clock tower; cut to her perspective as she raises a pair of binoculars to magnify the images before her. The lenses swing from one bit of Ponyville to another, finding nothing that even resembles a trace of the missing geology expert; back to Pinkie, who lowers them with a frustrated scowl and departs.)

(Cut to somewhere in Yakyakistan. A passing yak finds himself abruptly being lifted off his hooves by Pinkie so she can check the patch of ground directly beneath his shaggy bulk. No dice, so she bugs out and leaves gravity to drag him back to earth for a spreadeagle landing. He lifts the curtain of hair away from one eye in order to aim a bemused stare after the departing mare. Pinkie’s next stop is Ghastly Gorge, where—now wearing a hard hat equipped with a headlamp—she peers out from one after another of the holes used as quarray eel nests. From here, she lifts a rock on the ground from beneath as if it were a manhole cover, looks around, and ducks away again.)

(Cut to a close-up of a long-handled brush pasting up a poster that depicts Maud’s stolid countenance. A longer shot shows Pinkie having just stuck it on a tree in Ponyville; lines of text are visible above the picture, a row of question marks below—“have you seen this mare?” She has traded the hard hat for a pair of saddlebags in which the brush and several more rolled posters are stowed away, and a can of paste stands on the ground within reach. Worried eyes shift toward the copies she hast put up on a nearby building, and the camera pans in that direction to show a great deal more on walls, doors, roofs, the ground, a cart and its freight of hay bales, and even Derpy Hooves’ flank.)

(Cut to a close-up of a shut door as a knock is heard from its other side. Starlight Glimmer trots into view to open it—this is her bedroom in the Castle of Friendship—but before she can get hoof or magic to the knob, it flies open and comes within a hair of bashing her in the face. A fiercely determined Pinkie stands facing her across the threshold, having shed her bags and paste pot.)

Pinkie: Aha! (racing in) Found you!

(She darts farther in and o.s., creating a tumult of ransacking that throws the occupant for a very big loop. Starlight gets her horn in gear to catch all the items flung her way and return them to their places; her eyes express pure perplexity as Pinkie scans the room from several different angles, including one in which she dangles from a rope that drops into view. When a 360-degree turn from this vantage point yields no results, she jumps down and tips the bed up by its footboard for a quick peek underneath. This too gets her nowhere, so she sets it back down.)

Pinkie: Where’s Maud? (pacing) I’ve already checked Discord’s dimension, Granny Smith’s wax museum, and Yakyakistan! (Close-up.) She has to be here! (Pan to Starlight on the next line.)

Starlight: Nn-nope, it’s just me, reading.

(As evidenced by the book lying open on a stand; Pinkie zips over, lifts it, riffles the pages, and even gives it a good shake to dislodge any evidence that might be caught between them. Nothing of the sort turns up, so she glumly sets it back in place.)

Pinkie: Story checks out. (half-crazed, leaning into Starlight’s face) Or does it?!? (calmly) It does. (pacing to bed) But are you sure there’s nopony hiding…

(A magnifying glass is produced and held forth with great emphasis.)

Pinkie: …in your closet?!?

(Her perspective of the room as she lowers the instrument. There is no closet in sight, and the only detail even slightly out of the ordinary is a picture of a butterfly that comes partly loose from the far wall. Back to Pinkie and Starlight, the pink mare having put the glass away and adopted an expression of great vexation.)

Starlight: (crossing to her) Pinkie, I don’t have a closet. Is everything okay?

Pinkie: (sadly) No. I was supposed to go birthday cake shopping with Maud today.

Starlight: And ruin her surprise party?

Pinkie: (smiling) I wasn’t gonna tell her why, silly. But now I can’t even find Maud. (shading eyes, looking around) I’m usually way better at hide-and-seek than this.

Starlight: Well, she probably just found a new rock formation and forgot you two were gonna hang out. (foreleg across Pinkie’s shoulders, easing her toward door) Tell you what. You take care of the cake, and I’ll look for Maud.   

(They stop a few feet short of the door, Pinkie hopping and turning a semicircle in midair to face her.)

Pinkie: Really? (hopping in place) Thanks, Starlight!

(Noticing some flowers in a pot on a bookcase, she uproots them for a quick look inside; no luck, so she plunks them back in place.)

Pinkie: (walking out) Just checking.

(Wipe to a building whose hanging sign—a wire whisk and chef’s white toque—mark it as associated with the baking profession. Pinkie hops merrily toward its front door; cut to just inside as her momentum knocks it open. Shelves and barrels of baking supplies/ingredients line the walls, and a pony-shaped mannequin sports a toque and apron. Pinkie reaches the counter at the opposite end of the shop, behind which a unicorn mare cashier is standing; she cocks a foreleg on it and grins slyly. The trip has put her just ahead of Mudbriar, a tall, dull gray earth pony stallion with a short mane/tail in two shades of brown, the former in a bowl cut. He bears a cutie mark of a stick with a leafed offshoot, standing in a puddle of mud, and the half-lidded eyes in the emotionless face are green. Head-on view of Pinkie, the camera aimed at her over the cashier’s shoulder.)

Pinkie: (hushed) I’ve gotta get very important ingredients for a very important pony’s cake, and it’s gotta be tippy-top super-duper-secret.

(Pan slightly to frame Mudbriar now standing alongside her. His voice is that of the archetypical pedant who will stand his ground on any and every minor point of fact until the world ends or his opponent gives up, whichever comes first.)

Mudbriar: Technically, it’s not your turn yet.

Pinkie: (normal volume) Oh! I’m sorry. Didn’t mean to cut in front of anypony.

(She backs off a step to leave him facing the cashier across the counter. No words are exchanged for a very long beat.)

Pinkie: (puzzled) Um, whatcha doin’?

Mudbriar: I am currently speaking to a pony at a baking supply shop two minutes before it closes for lunch.

Pinkie: Riiight. Okay. Just that I’m trying to plan a party here, and the clock is ticking while you, um…what are you doing, anyway?

(This line is punctuated by her peeking out from behind him to alternate sides, briefly pointing to a wristwatch on one hoof at the right moment to make her point.)

Mudbriar: (slightly slower/louder) I am currently speaking to a—

Pinkie: (hoof to face) I mean, can I help you move this along? What are you looking for? (juggling items as she names them) Rolling pins, cupcake tins, cookie cutters with tails and fins?

(This display of legerdemain only gets her only two long stares, one confused and one flat—no points for guessing which is whose.)

Mudbriar: (to cashier) Goodbye.

(A flabbergasted Pinkie whips up to the counter before the items can hit the ground.)

Pinkie: That’s what you’ve been standing here all this time to say?

Mudbriar: I was deciding between “goodbye” and “see you later.”

Pinkie: (sputtering) But they’re the same thing! (Profile close-up of Mudbriar.)

Mudbriar: Technically, they’re very different.  (He starts to move slowly toward the door; sound of hooves grating on wood.) “See you later” implies an event in the near future wherein we see each other. (Longer shot; she is bulldozing him along with her head.) “Goodbye” expresses good wishes where parting or at the end of a conversation.

Pinkie: Yyyeah, same thing.

(Now at the door, he takes a step of his own and leaves Pinkie to topple forward so that her chin meets the floor first.)

Mudbriar: I will not apologize for speaking with precision.

Pinkie: (standing up, needled) In that case, apology not accepted. Goodbye later, see you, same thing! (Slam door in his face; glance toward counter.) Ugh! Can you believe that guy? (Eyes pop wide.) Huh?

(The cashier has vacated the shop, a note settling onto the counter in her stead; Pinkie whisks over to glare at it from point-blank range.)

Pinkie: (reading) “Out to lunch”? Oh, come on!

(The exterior of the shop; she opens the door and emerges.)

Pinkie: Ugh! No Maud, no cake, no anything! And how annoying was that pony? Who takes so long to say goodbye—or was it “see you later”? UGH! Now he’s got me doing it!

(Completely wrapped up in her stewing, she fails to notice Maud’s approach from the opposite direction and collides head-on, falling to her haunches.)

Maud: Hello, Pinkie Pie.

Pinkie: (instantly brightening, hugging her) Maud! Found you! My turn to hide!

(She bounds away, a giggle drifting back, but Maud clamps teeth around the end of the fluffy magenta tail to reel her back in. The two stand face to face on the start of the next line.)

Maud: I’m sorry I wasn’t around this morning.

Pinkie: Oh, pssh! What are you apologizing to me for? I’m not upset, you silly willy.

Maud: The reason is, I met somepony—

Pinkie: Want to hang out right now? (foreleg across Maud’s shoulders) I mean, I can see you’re not doing anything with anypony else. (puzzled, backing off a bit) Unless they’re invisible or reeeeally small.

(She accompanies this last by holding up her front hooves and easing them very close together as if to point up the minuscule scale of this hypothetical pony. Cut to her perspective, the hooves gradually blocking her view of everything beyond the sides of Maud’s face.)

Maud: Pinkie, the reason I’ve been so busy is that I have a boyfriend now. (Back to Pinkie, who puts her forelegs down.)

Pinkie: (aghast) A whaaa—?

Maud: A boyfriend.

Pinkie: (smiling) A whaaaaa—?

Maud: A boyfriend.

Pinkie: (beaming, hanging upside down from a tree) A whaaaaaat?

Maud: A boyfriend.

Pinkie: (back on ground, trotting in place) That’s so exciting! My sister, in love!

Maud: Technically, we’re “in like.”

Pinkie: (jumping in place) Tell me everything! (She flashes over to Maud.) Who is he? What’s his favorite color? Does he like ice cream? If he were a bird, what kind of bird would he be?

(These questions are fired off from several different angles in quick succession, culminating in Pinkie sitting on Maud’s head and bending forward to look her upside-down in the face.)

Pinkie: Wait. (She jumps off.) Is he actually a bird? Oh! (dropping to haunches) I don’t know, ’cause you haven’t told me anything yet!  

Maud: You’ll like him. We have a lot in common. (Pinkie stands up.)

Pinkie: Well, I love you, so I know I’m gonna love your boyfriend! Oh, I can’t wait to meet him!

Maud: (glancing behind herself) You don’t have to.

(Her perspective—a rock jutting up from the grass adjacent to the path they are on—then back to the sisters.)

Pinkie: (gasping happily) He’s a rock! And you love rocks, so it’s perfect! (Gasp; hushed tone.) Is Boulder jealous?

Maud: No, behind the rock. (raising voice slightly) Mudbriar? Are you back there?

(Not having heard the gray stallion referred to by name in the shop, Pinkie is completely unprepared to see him step out into full view.)

Mudbriar: Technically, not anymore.

Pinkie: (gasping, aloud) A wha-whaaaaa—?!?

(Fade to black.)

Act Two

(Opening shot: fade in to Pinkie and Maud, the stunned younger sister’s jaw hanging full open.)

Maud: Pinkie Pie… (Mudbriar crosses to them.) …meet Mudbriar.

Mudbriar: Technically, we’ve already met. (Pinkie snaps back to herself.)

Pinkie: You? 

Mudbriar: Yes.

Pinkie: (slightly deflated) You…?

Mudbriar: Yes.

Pinkie: (more deflated) You…

Mudbriar: Yes.

Pinkie: (forcing a smile/laugh) I mean, you! You, you, you!

Mudbriar: Yes, yes, yes.

Pinkie: I’m sorry. Let’s start over. (holding out a foreleg to shake) Hi! I’m Maud’s sister, Pinkie Pie! (He glances incuriously at it.)

Mudbriar: I know.

(She withdraws the limb, confusion stenciling itself on her face.)

Pinkie: (hesitantly) Soooo…how did you two meet?

Maud: At a rock show.

Pinkie: (to Mudbriar) Oh! You’re into rocks too?

Mudbriar: No. I like sticks.

Pinkie: Then why were you at a rock show?

Mudbriar: It was a petrified wood show, which technically makes it a stick show.

Maud: (as both share a smile) Except that in the permineralization process of petrification, all organic material is replaced with silicates. i.e., rocks.

Mudbriar: While retaining the original structural elements of wood. QED, it was a stick show.

Pinkie: (forcing a smile) I’m…really into sticks too!

(As she continues, an upward flick of one foreleg causes a sun-shaped piñata to drop into view on the end of a rope and she pulls out a length of wood to use as a club.)

Pinkie: They’re great for hitting piñatas!

(As she winds up for a swing the humorless stallion’s eyes shrink to panicked green points.)

Maud: Pinkie… (Who checks herself.)

Pinkie: Oh! (offering branch to Mudbriar) Oh, you want to go first?

Mudbriar: (disapprovingly) That is stick abuse.

Pinkie: It is?

(Her next move is to yank the piñata off its rope and toss both it and the improvised bludgeon out of sight.)

Pinkie: I’m sorry. Oh, this is awful! I am not being a very good sister. (smiling) Let’s start over. (holding out front hoof to shake) I’m Pinkie Pie. Nice to meet you. (Cut to Mudbriar.)

Mudbriar: Technically, we’ve already met. (Pan to Maud on the next line.)

Maud: (to him) You should introduce Pinkie to your pet.

(Her beau proceeds to fish a small twig from a hidden pocket and offer it to Pinkie for inspection.)

Pinkie: Oh! Your pet likes fetch!

Mudbriar: This is my pet, so no.

(It is set on the grass, Maud placing her pet rock Boulder with it, and both “owners” smile.)

Maud: Aw, look at Twiggy and Boulder playing together.

Mudbriar: They’re adorable.

(Pinkie drops into a crouch so she can train the full power of two skeptical blue eyes on them from inches away; once done, she stands up.)

Pinkie: (to Maud, whispering) It’s just a stick!

Maud: Don’t be rude.

Pinkie: (aloud, sighing) I’m sorry, I’m sorry! (smiling) One more time. I’m Pinkie Pie. (through gritted teeth, offering hoof to shake) Nice to meet you.

Mudbriar: Technically, we’ve already met.

(A supremely fed-up growl and huff escape her lips as she claps a hoof to her forehead and pulls it down her face. Dissolve to a long shot of the Castle and School of Friendship, zooming in slowly; the sky shows off the muted violets and pink-oranges of approaching dusk. Inside, Pinkie steams in Starlight’s room, finally voicing a yell and clapping hooves to temples.)

Pinkie: I don’t get this guy! (She begins to pace; exposing Starlight seated on her bed just behind.)

Starlight: Wow. Maud has a boyfriend?

(The seething pink pony flops back first to the floor and lets off a long, loud groan.)

Pinkie: How could she like someone so weird? (She pushes herself across with her hind legs.) He has an inanimate object for a pet!

Starlight: So does Maud.

Pinkie: Boulder has ten times the personality of some random stick! (under her breath) Mudbriar too, for that matter. (aloud) He’s not like Maud at all! (standing, pacing) Maud is hilarious, friendly, caring, and easy to talk to!

Starlight: (humoring her) Yep, that’s Maud.

Pinkie: But this guy is awkward, quiet, and kind of… (A moment’s strained thought.) …strange! (Starlight crosses to her.)

Starlight: Uh, that also sounds like Maud. (Close-up of Pinkie.)

Pinkie: (laughing) You’re so funny, Starlight! Maud is nothing like Mudbriar. If she were, then we wouldn’t be Best Sister Friends Forever! (Pan to Starlight.)

Starlight: Well, Maud obviously likes something about him.

(To which the party expert respond with an indignant grumble, turning away and crossing her forelegs.)

Starlight: Maybe you just need to spend more time with him—find out what you have in common. (Pinkie turns back to her.)

Pinkie: That’s easy! Nothing! (She resumes her pacing.)

Starlight: You both care about Maud. (smiling) I know! He could help you with her party!

Pinkie: (reluctantly) I guess.

Starlight: And I’ll keep Maud busy while you and Mudbriar plan the best surprise birthday ever. (Pinkie pivots to her with a smile.)

Pinkie: That, I can do!

(Dissolve to the exterior of Sugarcube Corner, seen from down the block during the following day, and zoom in slowly. Inside, Pinkie leads Mudbriar across her bedroom to the base of the stairs that lead up to its balcony.)

Pinkie: Listen. Maud’s birthday is tomorrow and there’s no time to waste. You’re not afraid of slides, are you?

Mudbriar: No. WhyyyyYYYY—

(His abrupt change in tone is caused by falling through the trapdoor that has just opened under his hooves, triggered by Pinkie pressing on the stairs’ ice-cream-cone newel post. She grins at the sound of his fading yell and the camera-shaking crash that issues from far below the floor—he has just landed in her party-planning cave.)

Pinkie: No reason. (jumping in after him) Wheeeeee!

(Cut to the pedantic stallion, lying on his belly at the base of the slide that leads down to this area. Stars whirl above his head for a moment before he recovers his senses and stands upright, only for Pinkie to barrel down the chute with enough speed to plow him out of view. The camera shudders to the tune of a second o.s. crash; cut an extreme close-up of his woozy face on the floor, his brown mane covered by a shock of magenta strands. When he gets up this time, he finds that Pinkie is lying face-up on his back, tail covering his mane and head on his rump.)

Pinkie: Welcome to my party-planning cave! (She hops off.)

Mudbriar: (pacing, eyeing ceiling) Technically, due to the speleothems growing from the ceiling, this is more of a cavern than a cave. Maud taught me that.

Pinkie: (dryly, opening a file cabinet drawer) Yeah, okay.

(After a deep dive among the contents, she extracts and opens a particular folder.)

Pinkie: Here’s what I’m thinking for her surprise party. (showing off items as she names them) Edible rock candy plates, gem-shaped ice cubes, a pebble piñata…

(Cut to Mudbriar as this last is exhibited, surprise registering on his face, then back to her as she remembers his poor reaction to the one she brought out earlier.)

Pinkie: (tossing it over shoulder) Uh…oh, skip that one. (She reads the folder’s contents as he leans in close.)

Mudbriar: Might I make some suggestions?

Pinkie: (smiling weakly) Oh! Suggest away! (Lower the folder.) That’s why you’re here. You and me, planning together! (rubbing hooves against each other) Friends!

Mudbriar: I have a vision board of everything Maud loves, and none of those things are on it.

Pinkie: (skeptically) Hmph. Let me see this vision board.

Mudbriar: It’s not a physical thing. (hoof to temple, eyes closing) I’m envisioning it.

(A wave of that same foreleg summons up row on row of small translucent windows that begin to orbit him, presenting various aspects of rocks/gems/crystals.)

Mudbriar: (quiet monotone) Mmm—I enter through the large door of my mind palace and enter to the back, where I have all of my books and possessions, and what do I encounter? (The motion freezes.) The Maud Room. None of those things are there.

(A gesture sets the windows whirling in the opposite direction and banishes them, and he opens his eyes.)

Mudbriar: (aloud) Just as I thought. Maud doesn’t like surprises.

(He holds his emotionless pose as Pinkie stalks across to stare intently across his back, from first one side and then the other.)

Pinkie: Where does it say that? (She ducks out of sight and comes up to one side.) She never told me that! (Pace away.)

Mudbriar: Mmm… (Cut to her; he continues o.s.) …it sounds like she was protecting your feelings. (This gives her pause; back to him.) She’s very caring that way. (She leans hard into his face, up on her hind legs.)

Pinkie: (poking him in the chest) Stop acting like you know my sister better than me! (Back to all fours.)

Mudbriar: Technically, I never said that.

(The pink face contorts into an almighty grimace before its wearer summons up more words.)

Pinkie: Well, technically, I don’t care! (crossing to slide) And since I’ve been Best Sister Friends Forever with Maud my entire life, I think I’m the expert here! (Return to Mudbriar.) Oh, but fine. If you don’t believe me, let’s ask her! (whispering, foreleg across his shoulders) But we have to be super-sneaky!

Mudbriar: Can you be more specific?

Pinkie: NO!!

(The view dissolves from his impassive expression and her supremely hacked-off one to a long overhead shot of Maud and Starlight standing side by side on a grassy hilltop. The camera points at them from between the kites they are flying; Maud has her spool of twine pinned under a hoof, while Starlight’s is held in her field. Here come Pinkie and Mudbriar; cut to the two pairs at ground level.)

Starlight: Huh. You must be Mudbriar. (Grin; long pause.) I’m Starlight Glimmer. Nice to meet you. I’ve heard great things. (Cut to Pinkie and Mudbriar; she continues o.s.) I’m so glad the two of you are spending time together.

(Pinkie voices an irritated little huff under the end of this; back to the unicorn, whose grin has become more than a bit strained.)

Starlight: So, how’s it going?

Pinkie: (smiling) Mudbriar and I have just spent the best time bonding! (foreleg across his shoulders) And we’re really starting to make some headway becoming besties— (crossing to Maud, tapping her chest) —except for one teensy-weensy disagreement that maybe you could settle, Maud. See, Mudbriar here seems to think that… (laughing) …you don’t like surprise parties. (wheeling to him) Isn’t it funny how wrong he is?!?

Maud: I like surprise parties. (Pinkie rises to her hind legs and throws a foreleg over Mudbriar’s shoulders again.)

Pinkie: (smugly) Hmmm!

Maud: Because I know they make you happy when you throw them for me.

Pinkie: (to Mudbriar) See? (The message sinks in.) Wait, what?!

Maud: I’d rather just do something small with you, Starlight, Boulder, and Mudbriar for my birthday.

(During this line, both sisters drop to their haunches and she pulls Boulder out of her dress, using it instead of her hoof to weight down her spool as she stands again.)

Pinkie: (pulling at cheeks) No party? No party?!? (standing, pointing at Mudbriar) Did he put you up to this?

Maud: (shaking head) Mmm-mmm. (Pinkie stands and leans in close.)

Pinkie: (whispering) Maybe you should consider…I don’t know…taking things a little less serious with Mudbriar because he’s kinda-sorta… (full volume, jumping up) …IMPOSSIBLE TO LIKE!!

(Once she calms and touches down, Starlight adopts a cheerful demeanor and crosses to Starlight.)

Starlight: (chuckling) Hey, Mudbriar, have you ever flown a kite? Let me tell you all about it. See, the first thing you should do is—

Pinkie: (to Maud) I just can’t believe you would choose sitting around with him over a party with your own sister!

Maud: I didn’t choose either of you. Technically, I said I wanted to be with both of you.

Pinkie: (gasping deeply) “Technically”?!? Ugh! You even like the way he talks?!

Maud: (smiling) Everything about him makes me happy.

(After a second colossal gasp, the blue eyes fill with tears.)

Pinkie: (voice breaking) Then I guess you don’t need a Best Sister Friend Forever anymore. (She trudges away.)

Maud: (reaching after her) Pinkie…

Starlight: (thinking fast, crossing to Pinkie) Uh, wait! Let’s all slow down and talk about this.

Pinkie: No!

(And with that, she is off like a sobbing pink missile across the meadowlands.)

Mudbriar: (waving, calling after her) See you later!

(Dissolve to another stretch of the dirt paths that run through these tracts as Pinkie slows to a walk and steps onto a bridge that spans the stream bordering Ponyville.)

Pinkie: I don’t understand. (Stop midway across.) How could Maud like Mudbriar? (Flop to haunches.) Is it Opposite Day? (crying harder) Nothing makes sense!

(Ghostly, translucent caricatures of her friends’ faces tumble into view, one at a time in turn, drifting past as they speak with reverberating voices.)

Fluttershy: I’m not shy, and I hate animals.

Rarity: (taken aback) Fashion? Not for me, darling.

Applejack: (retching) An apple a day is downright disgustin’!

Rainbow Dash: Slow and steady wins the race.

Twilight Sparkle: I never learned to read!

(Her image sports a small crown. Now Pinkie stuffs hooves in ears as all five effigies orbit her head amid a chorus of mocking laughter. Her tears have stopped by this point.)

Pinkie: What if I don’t like cupcakes?!?

(She peels out through Ponyville proper, a shrill scream hanging over a trail of dust clouds to mark her unhinged exit. Fade to black.)

Act Three

(Opening shot: fade in to a long shot of the Pie family homestead and the surrounding fields of rocks. The rise of the morning sun is marked by a rooster’s crowing as the camera zooms in slowly and cuts to an extreme close-up of Pinkie asleep in one of the farmhouse’s beds. She awakens with a bright grin almost as soon as the light hits her face; cut to a shot of the entire room as she sits up.)

Pinkie: Good morning! (Pause; her mood deflates.) Oh, wait. Bad morning.

(She covers her face with a pillow and flops back onto the mattress, voicing her dejection in a long moan. The door creaks open and her sister Limestone peeks in, trademark scowl firmly in place.)

Limestone: Get out of bed, sis. (Cut to Pinkie; she continues o.s.) If you’re gonna be here, you gotta work.

(After a peek out from under the pillow’s edge, the house guest moans softly and tosses it aside. Once Limestone has exited, the view wipes to her in one of the fields, chipping at a rock with a pickaxe held in her teeth. The sky has blued into morning, and sisters Pinkie and Marble approach the working mare from the direction of the farmhouse.)

Pinkie: You’re probably wondering why I came back to the family farm in the middle of the night.

Marble: Mmm-hmm.

Pinkie: Well, it all started when— (Limestone drops her pick.)

Limestone: Less talking, more farming!

(The middle sister of the three voices a dejected little groan, while her younger twin glares daggers at the oldest.)

Pinkie: It’s just…Maud has a boyfriend. (Limestone’s eyes pops.)

Limestone: (hastily) I’m not jealous. Who said anything about jealous?

Pinkie: Don’t be. He’s super-duper-weird! (crossing to Limestone) And somehow he tricked Maud into liking him, and now I’ll never get to see her again!

(She plops onto her haunches, out of breath after this miniature rant, as Marble joins them.)

Pinkie: I came home because you two know her better than anypony. What am I missing? What does she see in him? (pulling them closer, voice breaking) What does he have that I don’t?

(And now she loses it altogether, crying twin gushers of tears that give her sisters’ heads a thorough soaking.)

Limestone: Buck up, Pinkie Pie. You look as miserable as I feel all the time.

(The waterworks stop, and Pinkie sniffles piteously and pitches onto her face in the puddle her hysterics have left in the dirt.)

Pinkie: It’s just that I love Maud and I want to love Mudbriar, but… (covering eyes) …I can’t see anything to like about him.

(Over her prone form, Marble glances across to Limestone and tosses her head meaningfully to one side.)

Limestone: Ugh, fine. (walking past her) We’re taking a work break. Come on!

(Pinkie looks up with no small degree of confusion. Dissolve to a smallish stone resting before Marble’s hooves, atop a cluster of others half-embedded in the soil—no particular distinguishing features to any of them. Zoom out; she has pickaxe in mouth as Pinkie and Limestone approach.)

Limestone: (glancing at stone) I’m looking at a sparkling, bright blue-and-white rock. See it?

Pinkie: (puzzled, pointing to it) You mean that lumpy gray one?

Limestone: No! The beautiful blue-and-white one— (Close-up of it; she points and continues o.s.) —right there. (Pinkie leans down to examine it very closely.)

Pinkie: (gesturing to it) I would not describe that as beautiful blue or white, but… (Weak, humoring chuckle and shrug.) …okay.

Limestone: (to Marble) Show her.

(Smiling around her pick handle, the gray mare strikes one blow to crack the mass in two. In close-up, the halves split apart reveal an interior filled with glittering blue crystals around the edges and white ones at the core. Pinkie stares wonderingly at the shiny facets.)

Limestone: (from o.s.) It’s a geode. (She picks up one half; cut to her.) The outside looks like a regular rock, but the inside is filled with beautiful gems.

(Pinkie sits on her haunches and puts a hoof to her chin contemplatively; Marble has disposed of her pick.)

Pinkie: So you’re saying— (whacking one front hoof against other foreleg) —I should crack open Mudbriar like a rock! (rearing up gleefully) It all makes sense! (Pause.) No, wait. It doesn’t.

Limestone: It’s a metaphor, Pinkie! (holding up a rock in one hoof, half the geode in another) You see Mudbriar as a rock, but Maud sees him as a gem. Even if you never see past his dullness, you can see how happy he makes Maud. And to a sister, that’s all that matters. (She and Marble smile at one another.)

Marble: (nodding) Mmm-hmm.

(Now it is Pinkie’s turn to pick up and regard the two items discarded by Limestone. After glancing from one to another, she lets a big, wobbly, watery-eyed smile steal across her face and sets them aside.)

Pinkie: Oh, Limestone, Marble! Thank you! (wiping eyes) I don’t know what I’d do without you two. (hurling herself bodily at them) PIE PILE!!

(All three hit the hardpan in a billow of dust.)

Maud: Okay, okay. You’re crushing me to gravel, Pinkie.

Pinkie: I really owe Mudbriar an apology. (She stands up with a gasp.) And I owe Maud a party! (Another, softer gasp.) I just hope I’m not too late!

(Dissolve to the Ponyville town square, in which a couple of tables have been set up near the town hall, and zoom in slowly. Mudbriar stands at one of them, trying and failing to wrap a thick, short log as a present. With one end of the ribbon in his teeth and the other pinned beneath the chunk of wood, he glares at the paper as it comes undone once, twice. The third time, a pink hoof lances into view to hold the paper in place; Mudbriar is so surprised by Pinkie’s sudden return that he lets the ribbon fall free so she can deftly tie it into a bow. With the job done, she pulls a small, leafy twig from her mane and offers it to him.)

Pinkie: I brought you an olive branch to say “sorry.” I was really unfair to you, and I’m ready to listen to your ideas for Maud’s birthday—if you still want to plan it together. (He peers closely at the bit of foliage.)

Mudbriar: Technically, this isn’t even an olive branch. (He takes it.) It’s a Quercus, most likely Castaneifolia.

Pinkie: (supremely irate) OH, COME ON!! (calming down, smiling, hushed) Sorry. Keeping it together.

Mudbriar: (smiling) And I love a good Quercus. (Her smile becomes genuine as he offers a hoof.) Friends?

Pinkie: (shaking it) Friends. Now, do you have any ideas for the party?

Mudbriar: There is one.

(Dissolve to the town square at sunset. The tables have multiplied and been set with cloths and treats, pennants and rock-themed banners/balloons are strung up all heights, and the area is packed with revelers in party hats. The tables are set with boulder centerpieces and one or two stone sculptures of rearing mares. Spike snags a muffin from one and eats it before turning his attention to the town hall’s closed doors with the rest of the crowd. As soon as they swing open, the camera cuts to a close-up and a cardboard panel marked with a crude picture of a smiling Maud floats out under a rain of confetti.)

Crowd: (from o.s.) SURPRISE!!

(It moves ahead, followed by its manipulator—Starlight, who sends it out far enough for Twilight to take it over in her field and pivot it for Spike to show off to the others. Descending the steps, the pinkish-violet unicorn grins toward her fellow conspirators and then directs a wave off into the distance. Cut to a long overhead shot of the town square and pan/zoom out to frame a ridge overlooking the town. Pinkie, Maud, and Mudbriar are seated at the edge and watching the festivities; cut to them as both sisters return the wave. Maud’s mouth has curved up into a small smile, and Mudbriar sits between her and Pinkie.)

Maud: This is my favorite party ever.

Pinkie: It was all your amazing boyfriend’s idea. (Cut to the other two; she continues o.s.) He said the best present would be me throwing you a surprise party you didn’t have to go to.

Mudbriar: Technically, it wasn’t a surprise because she could see the pre-party preparations from up here.

(Back to all three on the end of this. The grit of Pinkie’s teeth betrays a monumental inner struggle to keep herself under control.)

Pinkie: Technically… (relaxing, smiling) …you’re right.

(She wraps the couple up in a hug and voices a contented little squeal. “Iris out” to black, centered on them.) 

FAKE IT ’TIL YOU MAKE IT

Written by Josh Hamilton

Produced by Devon Cody

Story editing by Nicole Dubuc, Josh Haber

Supervising direction by Jim Miller

Directed by Denny Lu, Mike Myhre

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to a couple of birds winging lazily through a placid daytime sky. Pan/tilt down to follow them to the edge of Sweet Feather Sanctuary, the animal refuge set up by Fluttershy in “Fluttershy Leans In.” She and quite a few of the residents have sat to enjoy a picnic on the grass, and she is only too happy to offer a hoof-load of seed for the birds to munch on. A few waterfowl at the edge of the facility’s stream eagerly go after the bread crumbs tossed to them; Fluttershy’s rabbit Angel hops into view, carrying a small bowl. His mild confusion at its emptiness turns into a sour look aimed back at his owner, and in very short order the piece of crockery is thrown to land upside down on her head. Carrying a pile of lettuce leaves and chopped vegetables, she glances down at him; cut to a close-up of the white fuzzball, growling softly and hind foot tapping impatiently.)

Fluttershy: (from o.s.) Don’t worry, Angel. (sliding bowl to him, now full) I won’t forget you.

(Instantly mollified, he begins to chomp into the contents. She sighs contentedly.)

Fluttershy: There’s nothing so peaceful as a cuddly-friends picnic.

Rarity: (from o.s., in the near distance) FLUTTERSHY!!

(Peace, quiet, tranquility—all these go out the window in a tick. Those cuddly friends bug out of the joint, leaving only Fluttershy and Angel; pan quickly to the panicked white unicorn as she gallops out of the brush.)

Fluttershy: (standing) Oh, goodness, Rarity! What’s the matter? (Rarity skids to a stop.)

Rarity: (out of breath) A better question would be “What isn’t the matter?”

Fluttershy: Oh, dear! Do you want to have some lettuce and talk about it?

(Pan from her to Angel, who defiantly stuffs his cheeks full as if to say, “Get your own salad, sister!”)

Rarity: Uh…oh! I would love to, darling, but I just don’t have the time. The Canterlot Royal Fashion Show is practically upon us! And the cornerstone piece of my collection… (overwrought, dropping to haunches) …just isn’t working!
Fluttershy: That sounds serious. (Rarity stands up.)

Rarity: (half-sobbing) Oh, it’s serious. The entire collection is designed around it!

Fluttershy: Do you need help knitting? I’ve started making tea cozies.

(On the end of this line, she holds up a teapot draped in a knitted cover that is a most unappealing shade of gray. A couple of mismatched bits of fabric are stitched in as patches, one of two button eyes hangs off the side by a thread, and a piece dangles limply under the pot’s handle. The overall effect is to make Rarity cringe in muted horror.)

Fluttershy: It’s an elephant.

(The stitches on the piece covering the spout—intended as the trunk—give way to leave it within an ace of falling free altogether.)

Rarity: (pushing it back) Yes, well, I don’t need help making clothes. Sassy Saddles is pitching in, plus I’ll be pulling all three of my Manehattan assistants.

Fluttershy: All three? Does that mean you’ll have to close Rarity for You?

Rarity: That’s just it, darling. This is Manehattan’s busiest shopping season, and I can’t just close the shop. (smiling sweetly) So I was hoping…you might consider running it?

Fluttershy: Of course! I’m happy to help, though I’m surprised you picked me.

Rarity: (nervously) Well, I may have asked a few others.

(Blue eyes cut away from blue-green just before the view wipes to her standing on a running track to address a hovering Rainbow Dash and Spitfire. Both pegasi are in their Wonderbolt flight suits, and Spitfire carries a megaphone.)

Rainbow: Sorry, but…we’ve got a Wonderbolt show coming up.

(They zoom away as Rarity hangs her head in defeat; cut to her facing Pinkie Pie across a display case in Sugarcube Corner. Boxes tied with twine rest on the countertop and the floor near its end.)

Pinkie: Sorry, but it’s pie season and the pie orders are piling up.

(She gestures across the shop floor on the end of this, the camera zooming out to frame two ceiling-high masses of boxes in the fore. Rarity again slumps on her hooves; cut to her and Twilight Sparkle in the latter’s office at the School of Friendship. The Princess sits behind her desk, which is stacked with books and documents.)

Twilight: (magically shifting/signing pages) Sorry, I’ve got a curriculum to make up.

(The grounds of Sweet Apple Acres; Rarity walks alongside Applejack, who pulls a wagonload of apples.)

Applejack: Nope.

(Starlight Glimmer shakes her head in a School hallway, and Big Macintosh does the same in the barnyard.)

Macintosh: Nope.

(Cheerilee follows suit inside the Ponyville schoolhouse; then Granny Smith in her kitchen; then DJ P0N-3 at her turntables, adding a record scratch for emphasis; then the Cutie Mark Crusaders in their clubhouse. Finally Rarity ends up lying on her belly and aiming a beseeching gaze up at Maud Pie in the latter’s underground living area. A calendar hangs on a vertical stone face behind them, every one of its days crossed off.)

Maud: My calendar’s packed, but I hear Fluttershy’s free.

(Close-up of Rarity as Maud’s pet rock Boulder is held into view toward her.)

Maud: (from o.s.) And you haven’t asked Boulder.

Rarity: (really puzzled) Uh…ohhh?

(Wipe to her and Fluttershy in the here and now.)

Rarity: (laughing airily) It doesn’t matter who else I asked— (pulling Fluttershy close) —because I couldn’t be happier that you agreed to help.

(Both mares beam with cheeks nuzzled together as the view zooms in and snaps to black.)

OPENING THEME

Act One

(Opening shot: fade in to the interior of Rarity for You in Manehattan’s Saddle Row fashion district. The camera points at the front door, which opens to admit the proprietor and her newly recruited assistant. A sudden bout of fright stops Fluttershy cold after no more than a step or two.)

Fluttershy: I think I forgot how big this shop was. (Her perspective, panning slowly across the varied displays.) How do you find anything? (Back to them.)

Rarity: Oh, darling, it’s easy to track. The store is divided into sections.

(Her perspective, panning quickly from one area to another as she points them out.)

Rarity: Chic…classic…modern… (Back to them.) …sophisticated…avant-garde…traditional…and obtuse.

(This explanation does absolutely nothing to quell Fluttershy’s unease, and she hurries to keep up with Rarity’s move toward a particular rack.)

Rarity: (sliding loaded hangers) And, of course, each section is divided by season, color, and price. It’s a classic SCP system.

(Floating out a long-sleeved top with its hanger, she trots briskly to the sales counter with Fluttershy in tow.)

Rarity: Then it’s just a little ringing ponies up…

(A few taps at the cash register keys, and a receipt pops out the top. Close-up of the item now lying on the counter and wreathed in her field; the hanger has been removed.)

Rarity: (from o.s., folding sleeves in) …a little fluff and fold…

(Back to her; it goes into a sack whose handles are swiftly secured with a ribbon tied in a bow. The sack bears a curling purple mark that resembles a capital R without is vertical stroke.)

Rarity: …voilà! But of course that’s the easy part.

Fluttershy: (gasping) It is?

Rarity: Mmm-hmm. As you well know, the real focus at Rarity for You is on the customer.

(She ends this line with a singsong inflection as the sound of the opening/closing front door makes itself heard. Coming into the shop is a yellowish-tan earth pony mare whose impatient eyes are visible through the lenses of her sunglasses; she flicks her mane back in like manner.)

Rarity: (to Fluttershy) Care to give it a try?

Fluttershy: (very tentatively) Um…okay.

(She backs away as if the floor were covered with eggshells rigged to a thousand pounds of dynamite, then crosses the floor to the new arrival.)

Fluttershy: Hello. Um…welcome to Rarity for You. What can I help you with?

(The shades are removed for just a moment so their wearer can train the full power of her glare on Fluttershy.)

Sunglasses: I need something classic but modern, something with drama but also understated.

Fluttershy: Um, aren’t all those things opposites?

Sunglasses: (even more irritated) Yes! So…? (Cut to Fluttershy.)

Fluttershy: But…how can I—

Sunglasses: (from o.s.) I’m sorry. (Both again; she adjusts her eyewear.) Are you asking me how to do your job?

Fluttershy: (on edge of panic) No! But I just, um— (Rarity crosses to them.)

Rarity: (pushing Fluttershy aside) If I may, I’m thinking noir-esque minimalist, but with a twist.

(A flare of power from her horn brings over a dark gray dress with pale violet skirt/sleeves/trim and a fishnet collar.)

Rarity: Perhaps a tapered hem.

(The camera cuts from the customer’s narrowing eyes to Rarity’s, then back as she voices a happy little gasp.)

Sunglasses: It’s like you read my mind! Are you a fashion psychic? (Loud, stupid giggle.)

Rarity: (pressing a sleeve to her forehead) Hmm…the inseams say yes.

(Both laugh in this same fashion as they move to the counter. The sale is rung up, the dress bagged and bowed, and Fluttershy can only stare in utter confusion as it leaves the store held in its new owner’s teeth.)

Fluttershy: Wow. (Sound of door opening/closing; Rarity approaches.) You make it look so easy.

Rarity: Oh, darling, come now. (touching Fluttershy’s chest, laughing softly) You’ve conquered your shyness a thousand times over. You can’t let a few fashion ponies undo all that progress.

Fluttershy: (smiling) I guess not.

Rarity: You simply must access your inner strength and allow it to shine through!

Fluttershy: How?

Rarity: Uh…daily affirmations? Meditation? Ooh! Power posing works wonders whenever I feel intimidated. Try these.

(She rises to her hind legs, placing front hooves on flanks in the manner of a person with hands on hips, and adopts a take-charge expression.)

Rarity: Confident warrior! (A slightly different stance, straightening up with forelegs spread wide.) Gold medalist! (One foreleg out, other on “hip.”) Show pony!

(Across the way, Fluttershy tries to emulate these poses, only to end up spinning in a circle until she is wrapped up in her own mane/tail. Only her wings are left free, but her strongest flapping fails to keep her from crashing to the floor on her belly. She offers up a weak grin.)

Rarity: (worried) Mmm. Or not.

(Comes now a rustle from the curtained doorway leading farther into the shop; she pivots in time to see her three-mare team of assistants emerge—hired by Rainbow in “The Saddle Row Review.” Blue Bobbin, the blue earth pony, addresses Rarity as the other two carry pieces of luggage in teeth or field, several emblazoned with the stylized-R mark from the shop’s sacks.)

Blue: We need to leave now if we’re going to catch the train to Canterlot. (Rarity levitates a pocket watch and checks it, surprised at what she sees.)

Rarity: Oh, goodness, look at the time! (putting it away) Yes, yes, yes, yes, yes, go! (Blue gets the handles of several bags in her jaws.) Go! I’m right behind you!

(All three employees gallop for the front door as she heads in a different direction to retrieve her own gear, Fluttershy peeking cautiously after her from behind a display stand.)

Fluttershy: You’re not gonna be here, in your workroom?

Rarity: But, darling, I simply can’t. The fashion show is in Canterlot tomorrow, and I’ll be up all night even with the help of all of my assistants. (Fluttershy swallows hard; Rarity smiles knowingly.) Well, not all my assistants.

(Pan from her to the curtains, through which three raccoons emerge—two full-grown and their blue-eyed child.)

Fluttershy: (from o.s., overjoyed) Smoky! Soft Pad! (Cut to her.) Smoky Junior!

(Recall that these three had taken up residence in the shop when Rarity and company first checked it out in “The Saddle Row Review.” Dropping to her haunches, she coos over them as they leap into her forelegs for a group hug. Smoky is the adult without whiskers, Soft Pad is the one with them, and Smoky Junior is the young one.)

Rarity: (floating thread spools into one bag, closing it) Ever since you convinced me to let them live in the shop, these beastie sweeties have been nothing but helpful.

Fluttershy: And I’m sure they’ll help me let my inner strength shine through! (They chitter agreement.)

Rarity: (moving other items) Oh, I wish I could stay and offer more help. (Gasp; an idea hits.) Why not try…a new outfit?

(She starts to walk, carrying a suit in her aura as Fluttershy walks alongside without the raccoons. It is a study in shades of light and medium blue-gray, with a short-sleeved jacket over a plain blouse and a pair of full-length pants held up by a broad belt. Holes have been cut into the jacket to accommodate wings. They stop before a mirror, Rarity shifting the hanger so the garments hang in place to cover the relevant portions of Fluttershy’s image; cut to their reflections in the glass.)

Rarity: Think of it as a costume for your role as “Shop Pony.” (Laugh.) You know what they say—clothes make the pony. (She shifts it and herself away; back to them.)

Fluttershy: Um, who says that?

Rarity: You know—them.

(The suit is hung up on an empty wheeled rack and exchanged for all of her personal luggage.)

Rarity: All right. I’m sure you and your furry friends will do just fine. Ta-ta! (Out she goes.)

Fluttershy: (sighing, to raccoons) I hope she’s right.

(The sound of the door’s closing has barely reached them before it opens again, the camera zooming out at ground level as a foreleg clad in a dress shirt and blazer sleeve plants itself in the fore. A head-on shot frames the pony attached to it as a well-dressed tan unicorn stallion whose critical eyes gaze out through small wire-framed eyeglasses. As he takes measured steps into the shop, Fluttershy lets out a lungful of air.)

Fluttershy: Here goes nothing.

(She sets off toward him, cheered on by the raccoons, and addresses Blazer as he inspects the sleeve of a jacket on display.)

Fluttershy: Welcome to Rarity for You. What can I help you with?

Blazer: What’s the thread count of this shirt? I can’t be seen in anything less than a thousand.

Fluttershy: (baffled) Um…thread…count? Um…oh, I’m not sure. (holding up a magnifying glass to one eye) Let’s see. Um…one, two, three, four—

(A bit of raccoon talk distracts her from getting any farther into her on-the-spot count. Cut to the family, variously giving her a paw-across-throat “cut it” signal and reacting with levels of shock that dangerously approach total mental shutdown, then back to the two ponies. Fluttershy, now smiling shakily, has put away the lens.)

Fluttershy: Um, excuse me for just one second.

(Her composure lasts exactly long as it takes for her to pivot 180 degree and start galloping. She is on the verge of hyperventilation even before she reaches the curtained doorway; cut to its other side, in the workroom, as she slams on the brakes and Soft Pad and Smoky Junior come in after her. Racks of outfits and tubs filled with bolts of fabric line the walls, and a pony mannequin stands at the ready.)

Fluttershy: Oh, I’m afraid I don’t know enough about fashion to satisfy these customers! What am I gonna do?

(Here comes Smoky, hauling the rack with the blue-gray suit so all three raccoons can point it out in a most helpful manner.)

Fluttershy: Oh, I’ve never tried to act before, but… (smiling) …I suppose it’s worth a shot.

(Dissolve to an extreme close-up of her face reflected in a mirror and zoom out. She is now wearing the suit and has re-styled her mane/tail into buns, with a bit of shadow on her eyes. A nudge at the former, an experimental flap to make sure the jacket’s wing holes are good to go, and she clears her throat and tries out a refined speech pattern not unlike Rarity’s, but with a small degree of haughtiness mixed in.)

Fluttershy: Severe, but not unapproachable. Acceptable business attire. (own voice) Oh, does that sound like a shop pony to you?

(Getting a round of enthusiastic applause from the raccoons, she lifts her head and adopts a confident smile. Wipe to the showroom as she strides back to Blazer, resuming her upper-class delivery.)

Fluttershy: So sorry for the wait. The shop has some staffing issues today.

Blazer: (lifting display jacket sleeve) Yes, well, I still haven’t had an answer on this thread count! (She takes a quick look.)

Fluttershy: Here at Rarity for You, our merchandise defies typical attempts to quantify its quality, but rest assured it will make you the envy of all who see it.

(She fixes him with an icy stare, prompting him to laugh and drop the sleeve.)

Blazer: (floating up a sack bulging with coins) In that case, I’ll take three!

(The cash register sings its song, the yellow hooves tie a ribbon onto the handles of one sack, and his aura floats it away along with two more just like it. At the door, he smiles back over his shoulder at Fluttershy.)

Fluttershy: Ta-ta!

(The smile becomes a grin a she exits, not seeing the beads of sweat that slide down her face or the sudden, mighty struggle to keep herself under control. Only after the door has swung and clicked shut does she allow herself a sigh from the hooves up and keel over onto her back. She hyperventilates as the raccoons hurry to her side.)

Fluttershy: (shakily, own voice) Ohhhh, Smoky Junior! (sitting up) I can’t believe it worked!

(Standing up to all fours, she checks herself out in a mirror and brushes a bit of dust from a sleeve.)

Fluttershy: (refined voice) I suppose clothes really do make the pony after all.

(Pan from her to the three animal helpers, who smile at each other over her success in closing the deal, and snap to black.)

Act Two

(Opening shot: fade in to the exterior of Rarity for You. A hanging sign has been added above the front door, displaying the stylized-R mark seen earlier against a sprinkling of purple diamonds. Rarity and her floating luggage approach from one end of the block, a pair of stuck-up earth pony mares from the other; one of these two, pinkish-violet, addresses her gray companion.)

Passerby 1: I don’t know about you, but I have a full day of shopping planned. And if even one shop pony isn’t up to my standards, well, I shall make my displeasure quite plain. (Rarity stops, having heard them in passing.)

Passerby 2: Oh, you are wicked! (Laugh.)

Rarity: (to herself) Canterlot fashion show or no, I simply can’t leave Fluttershy to fend for herself with these Manehattanites!

(She doubles back with all speed, knocking the second speaker to the sidewalk and very nearly braining the first with her bags; only a last-second dive saves this one’s skull.)

Blazer: (from o.s.) Rarity?

(Despite her best attempt to stop, momentum carries her past the dapper pony in a screech of hooves against sidewalk. She doubles back as he sets his three bags down.)

Rarity: Oh, darling, I’m afraid I can’t stop. Potential emergency at the boutique.

Blazer: (chuckling) Well, whatever it is, I’m quite certain the pony you left in charge can handle it. Oh, she’s simply divine.

(The parcels rise under his influence and he continues on his way; she lets her gear drop to the sidewalk, relieved.)

Rarity: Oh! Well, I always knew Fluttershy had it in her. (Laugh; float out her pocket watch.) And there’s still time to catch the train to Canterlot.

(Closing and putting it away, she floats the pile up and gallops away with fresh determination. Wipe to the showroom of Rarity for You; behind Fluttershy, a pale gray earth pony mare in a pillbox hat and matching short cape stands before a mirror and holds up a dress to examine it against her form. Fluttershy shoots her a glance; cut to a close-up of the mirror as her reflection crowds in next to Pillbox’s.)

Fluttershy: (refined voice) It’s a unique play on the old standard. We call it a Rarity cut, with a triple-cross-stitch hem and a guacamole chevka-pattern fabric.

(This bit of verbosity leaves the mare visibly put out; cut to both as she turns away from the mirror to face Fluttershy.)

Pillbox: Don’t you mean “chevron”?

Fluttershy: If I had meant “chevron,” then that’s what I would have said.

Pillbox: (laughing) Of course. It’s so unique! So en vogue! (eyes shining) It must be mine!

(The cash register rings up the sale, the dress is packed into a bag, and the grinning customer gets handles in teeth to carry it away. Here come the raccoons to cheer and clap.)

Fluttershy: (own voice) Aw, thanks, everyone. But I feel like I should push the snootiness further. (Nods and encouraging chitters.) If you really want to help, I suppose serving tea would be nice—oh, if you don’t mind.

({Dissolve to an extreme close-up of three empty teacups on a tray held by Soft Pad, who has outfitted herself in a white dress shirt, ascot, and apron and a dark gray vest. The spout of a teapot extends into view to fill one, which is lifted away by another pair of tiny paws, and a longer shot frames all three raccoons. Smoky and Smoky Junior are identically attired except for their neckwear—a black necktie and a dark gray bow tie, respectively. Smoky holds the pot and Smoky Junior carries the cup across the floor as the camera pans away from them and a few hard-eyed clients, one of whom is already sipping from her own tea. Stop on a blue-violet unicorn mare at the counter, her attention focused on a rotating carousel of jewelry that tapers down in diameter from bottom to top like a wedding cake. She sports baubles at all levels from hooves to ears. Fluttershy approaches her.)

Baubles: I like my accessories bold and shiny, and I’m just not seeing anything nearly bold and shiny enough.

Fluttershy: (refined voice) I’m afraid bold and shiny won’t work with your whole…modelle. Perhaps… (Glance briefly at the carousel.) …pointy.

Baubles: (smiling in understanding) Pointy! Yes! I must have pointy!

(Whereupon Fluttershy seizes the entire display and claps it onto the mare’s head as a hat.)

Fluttershy: Not everypony can pull off a found object— (holding up a hand mirror to show reflection) —but you nearly get there.

(The backhanded compliment brings a shiny-eyed grin to the blue-violet face, and in no time the cash register has done its thing. She leaves the store with the jewelry carousel wobbling back and forth on her head. Fluttershy has put away the mirror.)

Valley Girl voice: I need, like…

(Cut to frame this speaker, a pale gray pegasus mare hovering a short distance back; Fluttershy turns to her. Gold chains and bracelets adorn neck and foreleg, respectively.)

Chains: …a red-carpet glitz-and-glamour gown that’s also casual but, like, still artsy and a total head-turner.

Fluttershy: Yes. Casual chic, prêt-à-porter, is very branché this season. (Very long silence.)

Chains: Uhhh…like, I don’t understand any of that, so, like…I don’t care about it.

Fluttershy: (grinning nervously) Um, one moment, please.

(If there were a land speed record for bugging out of a boutique, her exit through the workroom’s curtained doorway would easily break it. Cut to her, sitting on a cushion as a huddled-up bundle of nerves; the raccoons come in after her, clear worry on all three masked faces.)

Fluttershy: (own voice, gasping) I think I need a new character.

(Soft Pad is the first to get a brainstorm; the family ducks out, then back in again to offer up a new combination of clothing items. Deep pink hat with a white band, magenta-framed eyeglasses, gray scarf with white polka dots. Fluttershy gives them an appreciative smile and nod as she climbs off her cushion.)

(Wipe to the showroom, the camera positioned at ground level across from the disaffected Chains. A yellow foreleg clomps down assertively in the fore, covered by the sleeve of a blue-violet sweater. The scarf encircles Fluttershy’s neck, a pair of pink shorts peeks out from the sweater’s hem, and part of her mane has been braided. She carries a dress decorated with a pale pink rose on the bodice and butterflies on the gauzy skirt. She adopts a Valley Girl accent while moving toward the client, the camera shifting to frame her head-on; she wears the hat and glasses as well, with no eyeshadow, and the buns are gone from mane and tail.)

Fluttershy: Okay, I’ve got, like, this high-key savage look for you. It’s a totally live ensemble with the little, like, thingies that sparkle and make the whole squad go, “Whoa, that pony is woke.”

Chains: (smiling/laughing, landing, taking dress) That is, like, exactly what I need.

(Fluttershy tips a wink to the raccoons, who have been watching from the workroom doorway and who give her a soft chirp to boost her spirits. Wipe to her approaching a tall, pale gray earth pony stallion whose demeanor, style of dress, and low monotonic inflection instantly mark him a a goth.)

Goth: This store is a desperate wasteland of nothingness. Do you have anything in black?

(The yellow pegasus finds herself at a complete loss for words for several seconds.)

Fluttershy: Can you, like, chill for one sec? BRB.

(She peels out. Wipe to him still at the racks as she descends into view, having done another quick change. Dark gray suit jacket over a white blouse with a high ruffled collar and a jewel pendant; slightly lighter, full-length gray skirt; shoes on rear hooves that match the jacket; multiply pierced ears; dark gray eyeshadow; mane unbraided and slightly unkempt. A hanger suspended from one front hoof carries a short-sleeved jacket in dark gray, with gold stud/buckle accents. Now Fluttershy adopts a tone similar to his.)

Fluttershy: It’s not like the futility of shopping can be made better with black leather and metal studs— (Zoom in quickly on her.) —but they help.

Goth: Uhhh… (crossing to her) …that jacket completes me.

(He takes it and cuddles it to one cheek. Behind Fluttershy, a pale blue earth pony mare spits a shocked mouthful of tea all over the raccoons and wipes the residue from her lips. She speaks with a British accent.)

Brit: This tea’s, like, lukewarm. It’s barely drinkable.

(Fluttershy, in her refined-shopkeeper outfit and persona, crosses to berate the little servers.)

Fluttershy: This tea must always be at a precise temperature! See that it doesn’t happen again!

(They cower before her as the mare departs; a moment later she has shifted back to “Valley Girl” to address a different browser.)

Fluttershy: Whoa. That color is, like, almost too lit for you.

(Now, her goth self sidles up to a mare checking out an outfit in the mirror.)

Fluttershy: The blackness of this vest is a reflection of your soul.

(Refined Fluttershy accosts a pale yellow, sweater-clad mare who is eyeing one of the mannequins.)

Fluttershy: This hemline is nothing short of an inspiration of crafts-ponyship. Are you sure you deserve it?

(Each of these comments earns her a venomous glare from its recipient. Next, adopting each role in quick succession, she throws a series of disapproving gestures and head shakes; in response, the three mares disgustedly throw aside any garments they have been considering and head for the street. Cut to the raccoons, who stare dumbfounded at this very strange turn of events as the sound of muffled stomping drifts over them. It proves to be from Fluttershy’s hoof on a carpet, intended to summon them to the service of a customer; she underscores the command with a sharp jerk of her head. They hustle frantically over to the pair and slide to a stop, the action shifting to slow motion as inertia causes one of the teacups on Soft Pad’s tray to slide forward and slosh out a dollop. The liquid describes a lazy arc through the air until it splashes against Fluttershy’s upraised hoof; normal speed resumes in time with her shocked gasp and the other mare’s shrill scream of terror.)

Fluttershy: (to raccoons) I don’t know what’s worse—that you’ve spilled the tea, or that it’s still cold! Either get it right, or go back to the forest!

(The trio’s faces shift gears from mute shock to barely contained fury without bothering to go for the clutch. They stomp away, grumbling; there is the crash of breaking crockery as their aprons are flung back into view.)

Fluttershy: Ugh! It is so hard to find good help these days.  

(The customer nods gravely. Dissolve to a long shot of the School, zooming in slowly to the sound of the raccoons’ chittering, then cut to them and Spike in Twilight’s office. They have shed the rest of their upscale outfits and are still very much out of sorts.)

Spike: Okay, okay! Slow down, everyone! I-I’m doing my best!

(They fall quiet and begin to tell the tale through the occasional squeak and re-styling of the fur on their heads, with Spike watching and rubbing his chin thoughtfully. First: Soft Pad adopts Rarity’s mane style. Next: Smoky shifts from Fluttershy’s goth persona to her Valley Girl one, the latter accented by glasses and scarf. Third: Smoky Junior takes on the bun in Fluttershy’s mane.)

Spike: So…Rarity is busy at an important fashion show, and Fluttershy is running her shop in Manehattan, but to do it, she’s playing different shop pony characters that are all mean?

(The raccoons cheer with gusto, their fur back to normal, and Twilight addresses the group from behind her desk.)

Twilight: How in the world did you figure that out, Spike?

Spike: (smugly) I’m not Dragon Charades champion for nothing.

Twilight: I can’t imagine Fluttershy would ever be mean to her animal friends. This sounds serious. (pacing, determinedly) Spike, tell everyone it’s time to head back to Saddle Row.

(General relief among the three furry visitors. Dissolve to the showroom, zooming in slowly through the patrons looking over the wares, then cut to a close-up of one—the pale yellow mare who had been considering a mannequin’s outfit. She has changed out of her sweater and donned a dress, and is considering her reflection in a mirror with some satisfaction before Fluttershy steps up in her refined alter ego.)

Fluttershy: (poking her, pulling at dress fabric) I wouldn’t think it was possible to make something so dowdy even more matronly, but— (Scoff.) —here you are.

(Pan quickly to a stallion whose choice of scarf has drawn the scorn of her goth side.)

Fluttershy: It’s like a scream in the void, empty and ultimately meaningless.

(Another quick pan; now behind the counter and in her Valley Girl role, she reads a magazine and barely pays attention to Pillbox.)

Fluttershy: I would seriously help you right now, but, like, I don’t wanna, you know?

(Pan away from this tableau to frame Twilight, Applejack, Pinkie, and Rainbow standing just inside the front door and unable to believe their eyes. The raccoons peek out from behind Twilight’s forelegs to give her an extra earful. Rainbow is no longer wearing her Wonderbolt flight suit as in the prologue.)

Twilight: (to raccoons) You weren’t kidding. This is worse than we thought. She’s being horrible to everypony!

Applejack: Uh, are you sure that’s even Fluttershy?

Pinkie: Maybe it’s just three really, really fast ponies that really, really look like her. (Rainbow, hovering, moves up between these two.)

Rainbow: Well, let’s find out.

(She zooms over to the mirror, where Refined Fluttershy stands with the mare who had been trying on the dress; the latter is now back in her sweater.)

Rainbow: Hey, Fluttershy? Are you running the shop or performing in a one-pony show?

Fluttershy: If you don’t mind, I can only improve the taste of one customer at a time. You’ll have to wait your turn. (to customer) Ugh! Honestly, these small-town ponies come to the big city and think they can behave any way they please.

Rainbow: What?!? (as Fluttershy crosses past her) You are a small-town pony, and your cottage isn’t even in the town!

(By the time the pegasus reaches Applejack, she is in her goth role again.)

Applejack: Look, Fluttershy. We came here because we were worried and we care about you.

Fluttershy: (to scarf-shopping stallion) Let’s get out of this aura of positivity before it consumes us.

(They walk off together, leaving a gobsmacked Applejack in their wake. Now Valley Girl Fluttershy outfits a stallion with a hat matching her own as Pinkie and Spike move in.)

 Pinkie: As fun as this Fluttershy switcheroo game is, Smoky, Smoky Junior, and Soft Pad are really concerned.

Spike: Yeah! They came all the way to Ponyville to get us!

(An over-shoulder glance confirms their concern, voiced from their new vantage point in front of Twilight.)

Fluttershy: They should have, like, stayed there. This shop is, like, a no-rodent zone now.

(Gasps of purest disbelief from all eight onlookers.)

Pinkie: She called them rodents?!? (Refined Fluttershy begins folding garments.)

Twilight: (crossing to her) Fluttershy, I understand why you think you have to act this way for these customers. But there’s gotta be a better way!

Fluttershy: (dripping sarcasm) Goodness! You are so right! (ushering her across showroom) Please, step this way so that we may discuss your concerns.

(The sound of the opening front door underscores the end of this line; cut to it. She stands just within, facing her visitors on the sidewalk.)

Twilight: (relieved) I knew you’d come to your senses.

(She gets no further before the haughty stand-in shopkeeper slams the door in their faces.)

Fluttershy: (sourly, turning away) Indeed.

(The ousted octet lift themselves up to gaze worriedly after her through the window set in the door. They trade puzzled looks before the view fades to black.)

Act Three

(Opening shot: fade in to a packed auditorium with a curtained stage at one end, from which a spotlighted runway projects into the excitedly murmuring crowd. Zoom in slowly and cut to Rarity backstage, wearing her red-framed reading glasses and a most worried expression; her measuring tape hangs from her shoulders as she levitates several lengths of fabric away from herself. All three assistants from Rarity for You, wearing wireless headset microphones, and Sassy Saddles, carrying a clipboard, gather behind her as she uncorks a heavy sigh.)

Rarity: The centerpiece of my collection, and it’s still not right!

(Longer shot, framing the pincushion strapped to one foreleg. She is addressing a pale yellow earth pony mare decked out in a loose-fitting jumpsuit in two shades of light blue, with an upturned collar, shoulder trim styled as wings, a deep pink belt and thin scarf, and a trailing skirt in pale pink. This last matches the hue of her mane, which is pulled up into a topknot.)

Rarity: Oh, darling, I’m afraid we’ve literally run out of time. (grabbing model, turning/pushing her toward curtain) It’s up to you! Go out there and sell it!

(Cut to just outside the curtain as the bemused mare is bulldozed through.)

Rarity: (from behind, singsong) Now, attitude!

(She lifts her chin, puts on a slightly disdainful smile, and begins to advance down the catwalk amid a sea of cheers and popping flashbulbs. Backstage, the evicted eight from Rarity for You have made their way in and get a smile from the owner when she turns to them in close-up. A dissolve shifts her to a different spot and drains all the good cheer right out of her face.)

Rarity: I don’t understand. When I left Fluttershy, she had everything well in hoof.

Twilight: Well, things might have seemed all right when you left, but they’re definitely not all right now.

Applejack: She’s actin’ worse than the worst Manehattanite I ever saw!

Rainbow: She kicked us out of the shop!

Pinkie: (gathering raccoons together) She called Smoky, Smoky Junior, and Soft Pad rodents!

Rarity: (aghast, sputtering, levitating glasses off) Rodents?! Why didn’t you say that from the start? (On again.) She obviously needs help! Come on!

(She trots away. Wipe to an overhead shot of the showroom, in which Blazer is adjusting his tie in a mirror. She paces around the central display, going from refined to goth in the brief moment it hides her from view, and stops behind the similarly-attired Goth, who is considering a jacket on the racks.)

Fluttershy: Your melancholy is way too shallow for a look with this much unfeeling depth.

Goth: (letting it drop) Huh.

(Letting it drop, he utters an irritated sigh and clomps away. Pan quickly to Chains at another mirror, holding up the dress recommended to her in Act Two. Just as she begins to smile over it, Valley Girl Fluttershy’s foreleg lances into view and yanks it away.)

Fluttershy: Ugh! Your style isn’t even on the same page. Turn away. Don’t even look at it, okay?

Chains: (gasping deeply) I can’t even!

(She storms off. Pan quickly to Blazer, using his magic to slide loaded hangers along a rack until one sportcoat catches his eye. He floats it off for a better look, only for Refined Fluttershy to close in on him.)

Fluttershy: I think not, dear. (poking at it) This is all far too fashion-forward for the likes of you.

Blazer: (affronted, scoffing) Well, I never!

(Plunking the coat back on the rack, he turns tail and strides away. Pan quickly to her five friends, Spike, and the raccoons watching him make his exit. Rarity has shed her working accessories. The squeak of the opening door’s hinges and the subsequent slam prompt a collective wince.)

Applejack: (to Rarity, sighing) Told you it was bad.

Rarity: Bad? This is worse than I could have possibly imagined!

Fluttershy: (from o.s.) Rarity… (crossing to her) …I’m so glad you’re here.

(She plants a kiss on each cheek, prompting the white unicorn to recoil a step.)

Fluttershy: Finally, a pony who understands that the couture in this shop is far too brilliant to even consider selling. (She turns away.)

Rarity: (shocked) What? (Valley Girl Fluttershy pops up behind the counter.)

Fluttershy: You, like totally get how lame customers are.

(Scoff; she ducks away and instantly emerges in her goth role.)

Fluttershy: Watching them leave filled me with a sweet sadness.

(Both of Rarity’s eyes twitch uncontrollably as Refined Fluttershy instantly shows up at her side.)

Fluttershy: And you’ll be pleased to hear that I’ve taken care of your rodent situation.

(Disbelieving reactions from the raccoons, followed by Smoky fainting dead away.)

Pinkie: Will somepony tell her to stop saying that?!?

Rarity: (supremely fed up) That’s IT!! Fluttershy, I’m afraid you’ve left me no choice! (jabbing a hoof into her chest) You are terminated!

Fluttershy: (deeply offended, striding past Rarity toward door) Well, good luck replacing me!

(She adds a contemptuous grunt to drive the point home.)

Rarity: (sighing with relief) Well, thankfully I— (She trails off into a shriek of fright as Goth Fluttershy steps up.)

Fluttershy: I always thought she was too controlling.

Rarity: (pointing to door) You—y-you are terminated too!

Fluttershy: (walking past her) Whatever.

Rarity: Now I— (Another shriek as Valley Girl Fluttershy reports in.)

Fluttershy: I know, right? I mean… (She finishes the thought with a couple of puzzled grunts.)

Rarity: Actually, you’re, like, totally terminated as well!

Fluttershy: (downcast, walking out) Like, okay.

Rarity: (sighing, relieved) Well, I’m glad that’s ov—

(For the third time in less than thirty seconds, she lets go with a freaked-out cry, this one caused by pivoting toward the door and finding herself face to face with a very sad, perfectly normal Fluttershy.)

Fluttershy: I guess I owe everypony an apology.

Rarity: (irked, sighing) You think?

Fluttershy: I got so caught up trying to please all of your customers that—

Rainbow: What customers?

(Only now does the dismissed shopkeeper look around herself and realize that the other three of her have managed to clear the place out completely.)

Fluttershy: I might have taken my sales-pony characters a little too far.

(Soft Pad has put a breathing mask over the face of the supine Smoky and is manually squeezing and releasing the attached rubber bag to keep air going into his lungs.)

Fluttershy: (to raccoons) I’m sorry if I hurt your feelings. You know I was only pretending, right?

(As soon as Smoky comes to, Soft Pad removes the mask and the entire family scurries over to nuzzle Fluttershy’s chin happily.)

Twilight: (as Fluttershy straightens to face her) But, Fluttershy, why did you think you needed to be somepony else to run the shop? (Cut to these two.)

Fluttershy: I guess acting like the ponies of Saddle Row gave me the confidence to interact with them.

Rarity: (crossing to her) Darling, I’d never trust some horrible Saddle Row pony to run my shop. That’s why I wanted a friend to do it.

Fluttershy: (smiling) Well, I’d definitely rather be myself anyway, even if I don’t exactly have what it takes to be a shop pony.

Twilight: I wouldn’t sell yourself short. Those sales-pony characters all came from you.

Rainbow: (from o.s.) Yeah! (Pan to her and the others.) I think you totally have what it takes.

Pinkie: Maybe a little too much.

Rarity: Indeed. (to Fluttershy) You have all the inner strength you need, but I think we’d prefer it coming from our sweet, regular Fluttershy.

(A white hoof gently taps the yellow chest on the end of this, touching off a round of laughter from the rest of the gang. Once it dies away, Rarity’s eyes snap full open as the brain behind them kicks into gear.)

Rarity: And that’s just given me the inspiration I’m looking for!

(Dissolve to an extreme close-up of her, glasses on and measuring tape around shoulders, intently using her magic to stitch a seam on a garment.)

Rarity: (knotting thread) And last one… (Pull; the excess snaps.) …there! (Needle down.) The missing piece for my new collection!

(She backs away, the camera cutting to a longer shot that frames her and Fluttershy before the mirror in the workroom. Rarity’s pincushion is back on her foreleg, and Fluttershy is clad in a newly minted white/gold gown whose bodice is styled to resemble the small overlapping plates of scale armor. The long white skirt has a pale blue hem, a darker blue sash circles low around the rump, and gold shoes cover the front hooves. Part of Fluttershy’s mane has been left in its usual, gently curling fall, while the rest is swept up into a loose roll at the top of her head.)

Rarity: The Warrior of Inner Strength!

(Trotting to the curtains, she pulls them open with her field so Fluttershy can return to the showroom and get a hearty round of cheers and approval—not just from her friends, but also from several of the customers she ran off. The one-time fashion model steps up onto a central display platform and gets a good look at herself in the nearest mirror.)

Fluttershy: Oh, it’s lovely, Rarity! (Rarity crosses to her, work equipment gone.) I’m just sorry you had to leave the Canterlot Royal Fashion Show early.

Rarity: (chuckling softly) Oh, darling. Making the perfect dress is scads more satisfying than showing it off.

(The crowd again voices its high opinion as Fluttershy turns to show this one off from all angles. There is only one holdout, the sweater-clad mare who repeatedly got the short-end of her unorthodox approach to customer service.)

Sweater: (snarky tone) Ooh, striking dress, Rarity. I certainly hope you aren’t trying to undercut the Royal Fashion Show by ducking out and débuting it here.

Rarity: (flustered) What? No, I-I— (A riled-up Fluttershy leans hard into Sweater’s face.)

Fluttershy: Have you considered the possibility that the Royal Fashion Show is trying to undercut Rarity’s by continuing on in Canterlot and not moving the whole affair here? Hmm? Have you? Hmm?

(By the time she finishes, she has moved close enough to mash her nose against that of the naysayer.)

Sweater: (small voice) I, uh…no. (Fluttershy backs off and hops down from the platform.)

Fluttershy: Hmph! (walking off; a worried Rarity follows) Just as I thought.

(She voices a smug little giggle; once the two are out of earshot, they stop.)

Fluttershy: Oh! (A genuine, demure giggle and wink.) Inner strength.

(Rarity figures out the act she has put on, and the two share a hearty laugh. Fade to black.)

GRANNIES GONE WILD

Written by Gillian M. Berrow

Produced by Devon Cody

Story editing by Nicole Dubuc, Josh Haber

Supervising direction by Jim Miller

Directed by Denny Lu, Mike Myhre

Transcribed by Alan Back (ajback@yahoo.com)

Prologue

(Opening shot: fade in to the interior of a locker as its door swings open to frame Rainbow Dash standing at it. She is in her Wonderbolt flight suit—this is the locker room within the team’s compound—and she retrieves her goggles and props them on her forehead. Fleetfoot, Misty Fly, and Soarin’ walk into view on the start of the next line, drawing her attention; all three are out of uniform, and Fleetfoot has the strap of a gym bag in her teeth.)

Soarin’: (excitedly) I’m so glad I made it to Las Pegasus— (Fleetfoot sets the bag down.) —before the fastest, most thrilling ride of all time closes for good! (The room proper; Rainbow closes her locker and turns to face them.)

Rainbow: Wait. The fastest, most thrilling ride of all time?

(Daytime sky is visible through the windows. Incredulous grimaces and gasps from the three teammates.)

Misty: She hasn’t heard of the Wild Blue Yonder?

Rainbow: (laughing scornfully) Of course I have! It’s that one where, uh… (Long pause.) …all right, you got me. What is it?

Soarin’: (foreleg across her shoulders) Only the coolest roller coaster ever!

Misty: (scoffing) You can’t really call yourself a Wonderbolt if you haven’t been on it.

(Rainbow’s eyes follow her pointing hoof to a bulletin board on the wall, covered with photos and notes. Cut to a close-up, panning slowly from one to the next: a fully outfitted FF and Soarin’ in the front car of a cloud-trimmed roller coaster as it hurtles down an incline…two more Wonderbolts, one screaming and the other struggling not to vomit…Spitfire and Misty calmly playing chess as they ride. The camera then cuts back to a close-up of Rainbow, who voices a sound of proper awe.)

Rainbow: (hovering) It looks incredible!

Soarin’: (from o.s.) Oh, it is. (Zoom out to frame him standing alongside.) First, you strap yourself into the cloud rocket car— (launching himself backwards) —and then you’re catapulted straight through a—

(Cut to the upper reaches of the gym in the School of Friendship. Now out of her suit and goggles, Rainbow loops her way over the heads of the gathered students.)