1
00:00:01,835 --> 00:00:08,140
♪♪
2
00:00:08,175 --> 00:00:10,142
Hear ye! Hear ye!
3
00:00:10,177 --> 00:00:15,147
The Ponyville Foal and Filly
Fair is almost ready to begin!
4
00:00:15,182 --> 00:00:18,450
(excited chatter)
5
00:00:18,485 --> 00:00:21,253
Whee! Ha ha!
6
00:00:21,288 --> 00:00:22,354
(ding)
7
00:00:22,389 --> 00:00:23,355
Ha ha!
8
00:00:23,390 --> 00:00:24,356
Hee hee hee!
9
00:00:24,391 --> 00:00:25,391
(giggling)
10
00:00:26,426 --> 00:00:28,326
Just because the
attendees are young,
11
00:00:28,361 --> 00:00:31,663
doesn't mean they don't deserve
my very best creative work.
12
00:00:31,698 --> 00:00:34,066
Why, this puppet theatre
is going to be the talk
13
00:00:34,101 --> 00:00:35,467
of the Foal and Filly Fair.
14
00:00:36,770 --> 00:00:38,270
How could it not be?
15
00:00:38,305 --> 00:00:40,439
You're the one making it.
16
00:00:40,474 --> 00:00:42,841
Oh, but I couldn't have
done it without the help
17
00:00:42,876 --> 00:00:45,844
of one of my dearest and
most supportive friends.
18
00:00:45,879 --> 00:00:49,181
You are my favorite dragon.
19
00:00:49,216 --> 00:00:51,450
Your favorite dragon?
20
00:00:51,485 --> 00:00:52,684
Aw, gee.
21
00:00:52,720 --> 00:00:56,688
The hours have been long, the
work taxing beyond compare,
22
00:00:56,723 --> 00:00:59,091
but it will all be
worth it when we hear
23
00:00:59,126 --> 00:01:00,492
those three little words--
24
00:01:00,527 --> 00:01:03,361
Gruff voice: This is awful!
25
00:01:03,396 --> 00:01:04,529
Awful?
26
00:01:04,564 --> 00:01:07,199
Completely unusable.
27
00:01:07,234 --> 00:01:09,734
Hmmm.
28
00:01:09,769 --> 00:01:12,504
It doesn't travel!
29
00:01:12,539 --> 00:01:16,508
There's no room for my puppets!
30
00:01:16,543 --> 00:01:19,511
It appears I won't have a
travelling puppet theatre
31
00:01:19,546 --> 00:01:21,480
to use after all.
32
00:01:25,685 --> 00:01:28,153
I don't know what that
guy was talking about.
33
00:01:28,188 --> 00:01:30,456
This thing is perfect.
34
00:01:36,163 --> 00:01:39,798
♪ My Little Pony,
My Little Pony ♪
35
00:01:39,833 --> 00:01:40,799
♪ Aaaaahhh! ♪
36
00:01:40,834 --> 00:01:41,833
♪ (upbeat) ♪
37
00:01:41,868 --> 00:01:44,202
♪ My Little Pony ♪
38
00:01:44,237 --> 00:01:46,371
♪ I used to wonder what
friendship could be ♪
39
00:01:46,406 --> 00:01:48,306
♪ My Little Pony ♪
40
00:01:48,341 --> 00:01:50,509
♪ Until you all shared
its magic with me ♪
41
00:01:50,544 --> 00:01:51,510
♪ Big adventure ♪
42
00:01:51,545 --> 00:01:52,644
♪ Tons of fun. ♪
43
00:01:52,679 --> 00:01:53,778
♪ A beautiful heart ♪
44
00:01:53,813 --> 00:01:54,880
♪ faithful and strong ♪
45
00:01:54,915 --> 00:01:55,881
♪ Sharing kindness ♪
46
00:01:55,916 --> 00:01:57,315
♪ it's an easy feat ♪
47
00:01:57,350 --> 00:01:58,917
♪ And magic makes it
all complete ♪
48
00:01:58,952 --> 00:02:01,219
♪ My Little Ponies ♪
49
00:02:01,254 --> 00:02:03,755
♪ Do you know you're all
my very best friends? ♪
50
00:02:03,790 --> 00:02:07,893
♪♪
51
00:02:12,632 --> 00:02:15,901
Rarity: This is terrible.
Simply terrible!
52
00:02:15,936 --> 00:02:17,903
(sobbing)
53
00:02:17,938 --> 00:02:20,805
So that puppeteer didn't like
your exquisitely crafted,
54
00:02:20,840 --> 00:02:22,807
best puppet theatre in the
history of puppet theatres
55
00:02:22,842 --> 00:02:23,641
puppet theatre.
56
00:02:25,478 --> 00:02:26,711
You can just contribute
something else
57
00:02:26,746 --> 00:02:28,446
to the Foal and Filly Fair.
58
00:02:28,481 --> 00:02:29,915
(sobbing)
59
00:02:29,950 --> 00:02:32,417
I suppose I could.
60
00:02:32,452 --> 00:02:34,319
Forget it, Spike.
61
00:02:34,354 --> 00:02:36,521
I'd never have something
finished in time.
62
00:02:36,556 --> 00:02:39,558
(crying)
63
00:02:43,863 --> 00:02:46,531
I wanted to leave my
creative mark on the fair
64
00:02:46,566 --> 00:02:48,300
and I have failed.
65
00:02:48,335 --> 00:02:49,634
Mmm.
66
00:02:49,669 --> 00:02:51,436
Miserably.
67
00:02:51,471 --> 00:02:55,707
And that makes me miserable.
68
00:02:55,742 --> 00:02:58,710
(crying)
69
00:03:05,919 --> 00:03:08,653
There's gotta be something
in here somewhere.
70
00:03:08,688 --> 00:03:09,955
Hoo!
71
00:03:09,990 --> 00:03:12,357
It's not who, it's what.
72
00:03:12,392 --> 00:03:15,760
Like what can help Rarity make
something in time for the fair?
73
00:03:15,795 --> 00:03:19,397
She really, really, really wants
to make a creative contribution.
74
00:03:19,432 --> 00:03:21,466
She said I'm her
favourite dragon.
75
00:03:21,501 --> 00:03:24,736
So it's up to me to come through
for her in her time of need.
76
00:03:27,007 --> 00:03:29,641
There's gotta be some kind of
spell that'll do the trick.
77
00:03:29,676 --> 00:03:30,976
Owl: Hoo!
78
00:03:31,011 --> 00:03:32,778
Come on, help a dragon out!
79
00:03:34,281 --> 00:03:35,280
Hoo!
80
00:03:36,950 --> 00:03:37,950
Hoo!
81
00:03:40,787 --> 00:03:41,820
Hoo!
82
00:03:41,855 --> 00:03:42,821
Agh!
83
00:03:42,856 --> 00:03:43,989
It's not for me!
84
00:03:44,024 --> 00:03:45,123
It's for Rarity.
85
00:03:45,159 --> 00:03:47,692
The one who made you that
bow tie you liked so much.
86
00:03:47,727 --> 00:03:48,893
Hoo hoo!
87
00:03:48,928 --> 00:03:50,896
OK. I get it.
88
00:03:52,699 --> 00:03:53,898
(rumbling)
89
00:03:53,933 --> 00:03:55,567
You don't think we
should use magi--
90
00:03:55,602 --> 00:04:01,339
♪♪
91
00:04:01,374 --> 00:04:03,642
What is that?
92
00:04:03,677 --> 00:04:05,010
Hoo! Hoo!
93
00:04:07,814 --> 00:04:08,947
(whoosh)
94
00:04:08,982 --> 00:04:10,382
(clink)
95
00:04:11,418 --> 00:04:13,819
Hoo! Hoo!
96
00:04:17,724 --> 00:04:20,492
(squeaking bats)
97
00:04:20,527 --> 00:04:27,532
♪♪
98
00:04:27,967 --> 00:04:30,535
Hoo! Hoo!
99
00:04:30,570 --> 00:04:31,803
What?
100
00:04:31,838 --> 00:04:34,673
If I wasn't supposed to have it,
it wouldn't be so easy to get.
101
00:04:34,708 --> 00:04:35,507
(rumbling and cracking)
102
00:04:35,542 --> 00:04:37,375
And it's covered
in spikes, like me!
103
00:04:37,410 --> 00:04:38,710
Hoooo!
104
00:04:38,745 --> 00:04:41,313
(crashing)
105
00:04:41,348 --> 00:04:42,681
Hooo!
106
00:04:42,716 --> 00:04:45,083
(cracking)
107
00:04:45,118 --> 00:04:50,655
"Inspiration Manifestation,
instantly brings ideas to life."
108
00:04:50,690 --> 00:04:52,791
I'm liking the
looks of this one!
109
00:04:52,826 --> 00:04:53,892
Hmm.
110
00:04:55,762 --> 00:04:56,795
(slam)
111
00:04:59,699 --> 00:05:01,700
(Rarity bawling)
112
00:05:07,907 --> 00:05:09,107
Rarity!
113
00:05:09,142 --> 00:05:11,109
Leave me be!
114
00:05:11,144 --> 00:05:13,078
Can't you see how
distraught, disappointed
115
00:05:13,113 --> 00:05:16,514
and downtrodden I still am?
116
00:05:16,549 --> 00:05:18,983
But I brought you something.
117
00:05:19,018 --> 00:05:22,387
Unless it's another carton
of Vanilla Oat Swirl
118
00:05:22,422 --> 00:05:24,889
or word that the festival
has been cancelled,
119
00:05:24,924 --> 00:05:27,692
I don't think I'm interested.
120
00:05:27,727 --> 00:05:29,928
It's magic.
121
00:05:29,963 --> 00:05:33,565
Spike, Precious Scales,
I already have magic.
122
00:05:35,802 --> 00:05:37,969
But not the kind that can
help you create something
123
00:05:38,004 --> 00:05:40,105
in time for the fair.
124
00:05:40,140 --> 00:05:43,041
This can!
125
00:05:43,076 --> 00:05:45,643
I suppose it's worth a try.
126
00:05:45,678 --> 00:05:48,380
From in the head to
out in the world.
127
00:05:48,415 --> 00:05:50,749
Every thought to action.
128
00:05:50,784 --> 00:05:53,651
Hold close this book,
and through its spell,
129
00:05:53,686 --> 00:05:56,388
you'll start a chain reaction.
130
00:05:56,423 --> 00:05:59,624
Projecting forth
whatever beauty you see.
131
00:05:59,659 --> 00:06:05,163
Only when true words are spoken,
will you finally be set free.
132
00:06:05,198 --> 00:06:06,498
Did it work?
133
00:06:07,167 --> 00:06:08,867
There's only one
way to find out.
134
00:06:13,206 --> 00:06:14,506
(poof)
135
00:06:14,541 --> 00:06:16,141
Oh my!
136
00:06:16,176 --> 00:06:19,110
I thought about making this a
much more beautiful spell book
137
00:06:19,145 --> 00:06:20,545
and I have!
138
00:06:22,715 --> 00:06:23,782
(poof)
139
00:06:25,652 --> 00:06:28,953
Dear, dear, Spike, here
I was about to give up,
140
00:06:28,988 --> 00:06:32,824
but like a true friend, you've
come through with flying colors.
141
00:06:34,661 --> 00:06:36,995
Come! We must find the
puppeteer right away
142
00:06:37,030 --> 00:06:39,664
so that I may provide him with
the most fabulous theatre
143
00:06:39,699 --> 00:06:41,633
he's ever imagined.
144
00:06:41,668 --> 00:06:46,471
Or should I say that
I've ever imagined.
145
00:06:56,983 --> 00:07:00,018
Ah, Miss Rarity, come to
see the show, I presume.
146
00:07:02,622 --> 00:07:05,123
You'll notice I had to make
do in light of your recent
147
00:07:05,158 --> 00:07:07,926
failure to produce a
functioning theatre.
148
00:07:07,961 --> 00:07:13,531
♪♪
149
00:07:13,566 --> 00:07:16,034
Oh, but I think you'll find
the new one I've created
150
00:07:16,069 --> 00:07:18,503
will be much more
to your liking.
151
00:07:21,574 --> 00:07:24,542
♪♪
152
00:07:24,577 --> 00:07:27,679
Hmm yeah well, it is gorgeous,
153
00:07:27,714 --> 00:07:29,781
but that was never the
problem now, was it?
154
00:07:31,150 --> 00:07:34,686
Oh, well this one
does seem to travel.
155
00:07:38,057 --> 00:07:41,092
Plenty of room for my puppets.
156
00:07:41,127 --> 00:07:43,995
I say, Miss Rarity, I don't
know how you managed to do so
157
00:07:44,030 --> 00:07:45,763
in such a short amount of time,
158
00:07:45,798 --> 00:07:49,133
but you seem to have
redeemed yourself.
159
00:07:49,168 --> 00:07:52,671
How did you manage to do
so in such a short time?
160
00:07:53,773 --> 00:07:55,740
As a matter of fact,
she used a sp-
161
00:07:55,775 --> 00:07:57,476
A good designer never
reveals her tricks.
162
00:08:01,214 --> 00:08:04,682
♪♪
163
00:08:04,717 --> 00:08:07,619
Thank you again, Spike, for
being such a dear friend
164
00:08:07,654 --> 00:08:09,754
and finding this book for me.
165
00:08:09,789 --> 00:08:11,589
My pleasure.
166
00:08:11,624 --> 00:08:14,092
Well, guess I can return it
now that the fair is over.
167
00:08:14,127 --> 00:08:15,226
Yes, of course.
168
00:08:15,262 --> 00:08:17,962
I've made my creative
contribution as I'd hoped to do,
169
00:08:17,997 --> 00:08:19,064
and all is well.
170
00:08:24,304 --> 00:08:28,239
Then again, perhaps I should
keep it just a skotch longer.
171
00:08:28,274 --> 00:08:29,975
You don't mind do you, Spike?
172
00:08:30,710 --> 00:08:32,544
Of course not!
173
00:08:32,579 --> 00:08:33,912
See you tomorrow.
174
00:08:37,684 --> 00:08:38,783
What?
175
00:08:38,818 --> 00:08:40,585
She'll keep it for
a few more hours.
176
00:08:40,620 --> 00:08:41,620
No harm in that.
177
00:08:45,058 --> 00:08:49,594
(Spike whistling cheerfully)
178
00:08:49,629 --> 00:08:51,262
(knock knock knock)
179
00:08:51,297 --> 00:08:52,297
Rarity?
180
00:08:52,332 --> 00:08:55,833
(rumbling)
181
00:08:55,868 --> 00:08:56,868
Wha!
182
00:08:58,004 --> 00:08:59,838
Spike! I'm so glad
you're here!
183
00:09:04,911 --> 00:09:06,077
Whoa!
184
00:09:09,882 --> 00:09:11,883
Are you OK?
185
00:09:11,918 --> 00:09:13,585
Oh! I've never been better.
186
00:09:13,620 --> 00:09:15,720
This book you've
given me is amazing!
187
00:09:15,755 --> 00:09:18,323
Why, I've been up all night
just creating and creating
188
00:09:18,358 --> 00:09:20,158
and creating and creating!
189
00:09:20,193 --> 00:09:24,095
I've completed my fall line
for the next fifteen seasons!
190
00:09:24,130 --> 00:09:25,363
Wow!
191
00:09:25,398 --> 00:09:28,132
But then I started
thinking, why stop there?
192
00:09:28,167 --> 00:09:30,635
Oh, Spike, I've always
thought this town of ours
193
00:09:30,670 --> 00:09:32,737
could use a few
beautifying upgrades.
194
00:09:32,772 --> 00:09:36,240
And with this book, I can make
that happen with such ease.
195
00:09:36,275 --> 00:09:38,610
You will support me in this
endeavor by letting me
196
00:09:38,645 --> 00:09:40,779
keep the book just
a little longer?
197
00:09:41,648 --> 00:09:43,014
Of course I will!
198
00:09:44,951 --> 00:09:46,851
Hoo!
199
00:09:52,358 --> 00:09:55,226
What do you say we get a little
breakfast before we get started?
200
00:09:55,261 --> 00:09:56,628
No time for breakfast.
201
00:09:56,663 --> 00:09:58,396
I want to get
started right away.
202
00:09:58,431 --> 00:10:00,331
Technically, we do have time
203
00:10:00,366 --> 00:10:01,966
because with that
book held close
204
00:10:02,001 --> 00:10:03,101
you can just
make things--
205
00:10:05,405 --> 00:10:06,605
Rarity?
206
00:10:09,375 --> 00:10:13,077
Now this is exactly
what I'm talking about.
207
00:10:13,112 --> 00:10:15,380
Why that cart hasn't an
ounce of stylish flair.
208
00:10:19,752 --> 00:10:20,819
(poof)
209
00:10:24,424 --> 00:10:27,792
My eyes playin'
tricks on me again?
210
00:10:27,827 --> 00:10:29,794
What in rhubarb
pie just happened?
211
00:10:32,165 --> 00:10:33,998
Isn't it gorgeous?
212
00:10:34,033 --> 00:10:35,199
It's amazing!
213
00:10:35,234 --> 00:10:37,001
You should ask Applejack
if she wants you
214
00:10:37,036 --> 00:10:39,203
to give all the Apple
family carts a makeover!
215
00:10:39,238 --> 00:10:42,874
Oh, I don't really think I need
to ask permission, darling.
216
00:10:42,909 --> 00:10:44,976
Everyone loves surprises.
217
00:10:45,011 --> 00:10:47,345
Especially when they're
gorgeous ones.
218
00:10:47,380 --> 00:10:48,346
You're right!
219
00:10:48,381 --> 00:10:50,348
Everypony does love surprises!
220
00:10:50,383 --> 00:10:53,785
We shouldn't even tell
anypony that it's me
221
00:10:53,820 --> 00:10:56,454
who is behind all the fabulous
changes I'll be making.
222
00:10:56,489 --> 00:10:57,722
(giggle)
223
00:10:57,757 --> 00:10:59,157
Won't that be a
fun little secret
224
00:10:59,192 --> 00:11:01,025
for the three of
us to share?
225
00:11:01,060 --> 00:11:03,728
The... three of us?
226
00:11:05,231 --> 00:11:07,832
You, me, and the
book, of course.
227
00:11:10,269 --> 00:11:13,071
My marvellous,
marvellous book.
228
00:11:14,874 --> 00:11:16,274
Of course.
229
00:11:16,309 --> 00:11:18,910
Promise me you won't
say a word to anypony?
230
00:11:20,413 --> 00:11:21,879
You got it!
231
00:11:21,914 --> 00:11:24,115
I knew I could
count on you, Spike.
232
00:11:24,150 --> 00:11:26,685
And I also know just
what I want to do next.
233
00:11:28,020 --> 00:11:30,154
Take that!
234
00:11:30,189 --> 00:11:31,189
And that!
235
00:11:32,992 --> 00:11:33,958
Ha ha.
236
00:11:33,993 --> 00:11:34,959
(poof)
237
00:11:34,994 --> 00:11:36,027
What in the--
238
00:11:36,062 --> 00:11:40,364
Get. It. Off. Of. Me!
239
00:11:40,399 --> 00:11:42,200
I've always thought
Rainbow Dash
240
00:11:42,235 --> 00:11:44,168
could use a little more glamour.
241
00:11:44,203 --> 00:11:45,269
And now look at her!
242
00:11:45,304 --> 00:11:47,138
Cloud-busting with style!
243
00:11:48,841 --> 00:11:49,841
Moving on!
244
00:11:51,444 --> 00:11:52,443
She'll be fine.
245
00:11:52,478 --> 00:11:54,078
It's just a dress.
246
00:11:54,113 --> 00:11:55,980
Wait for your favorite dragon!
247
00:11:57,984 --> 00:11:59,050
(crash)
248
00:11:59,085 --> 00:12:00,385
(sigh)
249
00:12:05,024 --> 00:12:08,126
♪ La la la la la la ♪
250
00:12:08,161 --> 00:12:10,027
There you go, Mr. Robin.
251
00:12:10,062 --> 00:12:11,396
(chirping)
252
00:12:13,132 --> 00:12:15,333
Don't you look so content
in your little house.
253
00:12:15,368 --> 00:12:16,768
(poof)
254
00:12:16,803 --> 00:12:18,069
Oh my goodness!
255
00:12:19,906 --> 00:12:20,905
You're lost?
256
00:12:20,940 --> 00:12:22,140
(chirp)
257
00:12:22,175 --> 00:12:23,374
No. Not that way.
258
00:12:23,409 --> 00:12:26,177
That looks like that's
a door to a bedroom.
259
00:12:26,212 --> 00:12:27,278
Try that one over there.
260
00:12:27,313 --> 00:12:28,412
(chirp)
261
00:12:28,447 --> 00:12:29,413
No. No.
262
00:12:29,448 --> 00:12:31,382
That leads to a...
263
00:12:31,417 --> 00:12:32,550
shoe closet?
264
00:12:32,585 --> 00:12:33,785
Oh dear.
265
00:12:33,820 --> 00:12:35,286
Maybe try the staircase?
266
00:12:35,321 --> 00:12:38,089
No. No. No. The
other staircase.
267
00:12:38,124 --> 00:12:39,891
Isn't it gorgeous?
268
00:12:39,926 --> 00:12:42,960
It's probably the most beautiful
bird house ever created...
269
00:12:42,995 --> 00:12:43,961
Go on.
270
00:12:43,996 --> 00:12:46,931
I'm just not sure how
the bird feels about it.
271
00:12:46,966 --> 00:12:51,402
Pfft. What does a bird know
about architectural design?
272
00:12:51,437 --> 00:12:54,972
What matters is what you
think, Spike, and you love it.
273
00:12:55,007 --> 00:12:57,275
Don't you?
274
00:12:57,310 --> 00:12:58,409
Of course I do!
275
00:12:58,444 --> 00:13:02,180
It's so... "Rarity".
276
00:13:02,215 --> 00:13:03,381
It is, isn't it.
277
00:13:04,617 --> 00:13:05,817
Oooh!
278
00:13:07,153 --> 00:13:08,153
(clunk)
279
00:13:14,093 --> 00:13:20,298
(kids chattering)
280
00:13:20,333 --> 00:13:22,867
Oh, adorable!
281
00:13:22,902 --> 00:13:25,970
But it could use a touch
of class, don't you think?
282
00:13:26,005 --> 00:13:28,005
Oh. Yeah. Definitely!
283
00:13:28,040 --> 00:13:32,043
♪ (country swing) ♪
284
00:13:32,078 --> 00:13:33,244
(poof)
285
00:13:35,448 --> 00:13:36,881
(poof)
286
00:13:39,151 --> 00:13:40,150
(poof)
287
00:13:41,354 --> 00:13:43,621
This party doesn't even
seem to have a proper theme.
288
00:13:43,656 --> 00:13:46,858
Let's do something
about that, shall we?
289
00:13:46,893 --> 00:13:49,360
You've already made things
look really, really great.
290
00:13:49,395 --> 00:13:51,996
Maybe you should stop
while you're ahead?
291
00:13:52,031 --> 00:13:53,431
You're right, Spike.
292
00:13:53,466 --> 00:13:55,867
There's so much
to do elsewhere.
293
00:13:55,902 --> 00:13:57,134
Right.
294
00:13:57,169 --> 00:13:58,402
Elsewhere.
295
00:13:58,437 --> 00:14:00,405
Just one more little
thing before we go.
296
00:14:01,641 --> 00:14:02,640
(poof)
297
00:14:02,675 --> 00:14:04,542
♪ (classical) ♪
298
00:14:04,577 --> 00:14:08,479
Why, this party is certain
to make the society page now.
299
00:14:08,514 --> 00:14:12,250
Won't Pinkie Pie be pleased?
300
00:14:12,285 --> 00:14:15,019
Happy happy day to--huh?
301
00:14:19,325 --> 00:14:21,492
I am simply buzzing with ideas.
302
00:14:21,527 --> 00:14:22,527
Simply buzzing!
303
00:14:24,563 --> 00:14:25,529
That's great!
304
00:14:25,564 --> 00:14:28,499
But, uh, you've been at
this for a while now.
305
00:14:28,534 --> 00:14:30,101
How about you take a break?
306
00:14:30,136 --> 00:14:32,203
Give that brilliant
mind of yours a rest.
307
00:14:32,238 --> 00:14:33,504
Don't be silly.
308
00:14:33,539 --> 00:14:35,506
I'm not going to stop now.
309
00:14:35,541 --> 00:14:38,175
Why, I won't stop until
every inch of Ponyville
310
00:14:38,210 --> 00:14:40,144
has benefited from
my creative vision.
311
00:14:43,716 --> 00:14:45,416
Starting with you, Spike!
312
00:14:52,058 --> 00:14:53,024
You.
313
00:14:53,059 --> 00:14:54,025
Look.
314
00:14:54,060 --> 00:14:55,459
Fabulous!
315
00:14:55,494 --> 00:14:57,495
All because of you!
316
00:14:57,530 --> 00:15:02,166
Anything for my favorite dragon
and most supportive friend.
317
00:15:02,201 --> 00:15:04,335
Come! There's so
much more to do!
318
00:15:07,740 --> 00:15:09,473
Oh, no!
319
00:15:09,508 --> 00:15:10,575
Not you, too.
320
00:15:12,745 --> 00:15:15,313
What do you mean "not me, too"?
321
00:15:15,348 --> 00:15:18,215
Oh, judging by that outfit, I
thought for sure you'd--
322
00:15:18,250 --> 00:15:19,317
What? This?
323
00:15:19,352 --> 00:15:21,319
I just wanted to
try out a new look.
324
00:15:21,354 --> 00:15:22,586
(thud)
325
00:15:22,621 --> 00:15:24,288
You like?
326
00:15:24,323 --> 00:15:25,522
Hmm.
327
00:15:25,558 --> 00:15:29,360
Well, in that case, have you
seen anypony suspicious around?
328
00:15:29,395 --> 00:15:30,595
Uh, nope.
329
00:15:35,101 --> 00:15:36,100
Princess Twilight!
330
00:15:36,136 --> 00:15:38,235
The gazebo has been
turned into solid crystal
331
00:15:38,270 --> 00:15:40,705
and two ponies are now
trapped inside its walls!
332
00:15:47,413 --> 00:15:48,512
Hoo!
333
00:15:48,548 --> 00:15:52,383
No! I made a promise to Rarity
to keep this to myself.
334
00:15:52,418 --> 00:15:53,384
Hoo!
335
00:15:53,419 --> 00:15:54,385
(sigh)
336
00:15:54,420 --> 00:15:57,688
But you're right
Owlowiscious, I have to tell.
337
00:15:57,723 --> 00:16:00,992
And once I do, I can forget
Rarity thinking of me
338
00:16:01,027 --> 00:16:03,594
as her most supportive friend.
339
00:16:03,629 --> 00:16:07,432
I can forget Rarity thinking
of me as a friend at all.
340
00:16:17,576 --> 00:16:19,377
I can't do it.
341
00:16:20,246 --> 00:16:23,180
I promised I'd keep all of
this between the three of us.
342
00:16:23,215 --> 00:16:24,615
Hoo!
343
00:16:24,650 --> 00:16:26,784
Of course, it's weird
that she meant me, her,
344
00:16:26,819 --> 00:16:28,786
and the spell book, but--
345
00:16:28,821 --> 00:16:31,055
The spell book! Of course!
346
00:16:31,090 --> 00:16:32,723
If I can get it away from her,
347
00:16:32,758 --> 00:16:35,059
I bet she won't be able
to use its magic anymore.
348
00:16:36,729 --> 00:16:39,030
Oh, come on! It's
the perfect plan.
349
00:16:39,065 --> 00:16:41,799
I just have to figure
out which way she went.
350
00:16:41,834 --> 00:16:43,434
I can't see!
351
00:16:43,469 --> 00:16:48,572
(screams)
352
00:16:48,607 --> 00:16:51,409
I'm thinking she's
headed this way.
353
00:16:54,246 --> 00:16:55,580
(evil cackle)
354
00:17:08,294 --> 00:17:09,727
What do you think
you're doing?
355
00:17:09,762 --> 00:17:14,632
Me? I was just uh, basking
in your creative radiance.
356
00:17:16,335 --> 00:17:19,670
Oh, Spike, you do say
the nicest things!
357
00:17:19,705 --> 00:17:21,572
Thanks.
358
00:17:21,607 --> 00:17:23,341
Now where was I?
359
00:17:27,313 --> 00:17:28,145
Oh, yes!
360
00:17:28,181 --> 00:17:31,682
Gold-plated roof-tops
for everypony!
361
00:17:31,717 --> 00:17:33,718
Hoo! Hoo! Hoo!
362
00:17:39,859 --> 00:17:41,059
Spike!
363
00:17:42,128 --> 00:17:43,194
(munch)
364
00:17:44,597 --> 00:17:46,564
I have just had the
most marvellous idea!
365
00:17:47,266 --> 00:17:49,233
(gulp)
366
00:17:49,268 --> 00:17:50,468
(sigh)
367
00:17:50,503 --> 00:17:52,837
Of course you have;
you're Rarity.
368
00:17:54,340 --> 00:17:56,874
My work here in Ponyville
is nearly complete.
369
00:17:56,909 --> 00:17:59,643
Don't you think it's time
the rest of Equestria
370
00:17:59,678 --> 00:18:01,546
benefited from my
creative vision?
371
00:18:02,515 --> 00:18:03,614
Absolutely!
372
00:18:04,884 --> 00:18:07,618
I'm thinking we go by chariot.
373
00:18:07,653 --> 00:18:10,654
Or as everyone will soon
be calling them, "Rariot".
374
00:18:10,689 --> 00:18:12,756
(manic giggle)
375
00:18:12,791 --> 00:18:15,192
Oh, yeah! We should
definitely go by--
376
00:18:15,227 --> 00:18:16,360
(poof)
377
00:18:19,732 --> 00:18:23,134
How...how did you do that?
378
00:18:23,169 --> 00:18:25,202
Why, whatever do you mean?
379
00:18:25,237 --> 00:18:28,339
The book. It's... I
mean... you don't...
380
00:18:28,374 --> 00:18:29,907
It's gone.
381
00:18:29,942 --> 00:18:31,308
The book is gone.
382
00:18:31,343 --> 00:18:32,343
Gone?
383
00:18:32,378 --> 00:18:33,644
Why it's right there.
384
00:18:33,679 --> 00:18:35,246
(gasp)
385
00:18:35,281 --> 00:18:37,214
I need my book, Spike!
386
00:18:37,249 --> 00:18:38,849
What have you done
with my book?
387
00:18:38,884 --> 00:18:40,518
(growl)
388
00:18:40,553 --> 00:18:42,853
Why would I do anything
with your book?
389
00:18:42,888 --> 00:18:44,321
We're friends.
390
00:18:44,356 --> 00:18:46,424
It was probably the owl!
391
00:18:47,893 --> 00:18:48,926
Hoo!
392
00:18:48,961 --> 00:18:53,864
But, wait, I don't seem
to need it anymore, do I?
393
00:18:53,899 --> 00:18:56,467
Yes! Yes!
394
00:18:56,502 --> 00:18:59,637
I can feel its magic
flowing within me now.
395
00:18:59,672 --> 00:19:03,274
I'm so excited!
I'm so excited!
396
00:19:03,309 --> 00:19:04,909
I'm so scared.
397
00:19:04,944 --> 00:19:06,744
Oh, the places
we'll go, Spike.
398
00:19:06,779 --> 00:19:07,811
Manehattan.
399
00:19:07,846 --> 00:19:08,913
Phillydelphia.
400
00:19:08,948 --> 00:19:10,581
Canterlot.
401
00:19:10,616 --> 00:19:12,383
And there you'll
be by my side.
402
00:19:12,418 --> 00:19:14,451
Just as you've always
been here in Ponyville.
403
00:19:14,486 --> 00:19:16,854
Your constant praise and
adoration driving me
404
00:19:16,889 --> 00:19:18,522
to even greater heights
405
00:19:18,557 --> 00:19:19,957
until there isn't an
inch of Equestria
406
00:19:19,992 --> 00:19:21,825
that hasn't been
utterly transformed
407
00:19:21,860 --> 00:19:25,563
by my creative genius!
408
00:19:25,598 --> 00:19:31,602
♪♪
409
00:19:31,637 --> 00:19:32,970
No!
410
00:19:33,005 --> 00:19:34,905
What did you say?
411
00:19:34,940 --> 00:19:36,574
I said, "No!"
412
00:19:36,609 --> 00:19:37,775
You've been changing things,
413
00:19:37,810 --> 00:19:39,743
but you haven't been
making them better.
414
00:19:39,778 --> 00:19:42,313
I should have told you the
truth at the very beginning,
415
00:19:42,348 --> 00:19:43,347
but I didn't
416
00:19:43,383 --> 00:19:45,616
because I was trying to be
a supportive friend.
417
00:19:45,651 --> 00:19:49,854
But instead I let you
become something awful.
418
00:19:51,357 --> 00:19:52,356
Awful?
419
00:20:02,635 --> 00:20:05,603
What happened?
420
00:20:05,638 --> 00:20:08,272
Rarity, you're OK?
421
00:20:08,307 --> 00:20:11,675
I...I think so.
422
00:20:11,710 --> 00:20:14,578
Though by the looks of it,
something quite terrifying
423
00:20:14,613 --> 00:20:16,447
has happened to Ponyville.
424
00:20:17,683 --> 00:20:19,250
You happened.
425
00:20:19,285 --> 00:20:20,318
Me?
426
00:20:21,520 --> 00:20:24,321
The last part of the spell!
427
00:20:24,356 --> 00:20:26,557
"Only when true
words are spoken,
428
00:20:26,592 --> 00:20:29,327
will you finally be set free."
429
00:20:30,396 --> 00:20:32,029
The spell took over you
430
00:20:32,064 --> 00:20:34,565
and you wanted to change
everything in Equestria.
431
00:20:34,600 --> 00:20:37,635
I was afraid to tell you
how I really felt about it,
432
00:20:37,670 --> 00:20:40,971
but then I, I told
you the truth.
433
00:20:41,006 --> 00:20:45,276
Dearest Spike, you should never
be afraid to tell me the truth.
434
00:20:45,311 --> 00:20:46,777
We're friends, remember?
435
00:20:50,549 --> 00:20:52,416
Spike: Today I learned
how important it is
436
00:20:52,451 --> 00:20:53,851
to be honest with your friends
437
00:20:53,886 --> 00:20:55,019
when they're doing something
438
00:20:55,054 --> 00:20:56,820
that you don't think is right.
439
00:20:56,855 --> 00:20:59,056
A true friend knows
that you're speaking up
440
00:20:59,091 --> 00:21:00,524
because you care about them.
441
00:21:00,559 --> 00:21:01,525
(door opens)
442
00:21:01,560 --> 00:21:02,659
Spike!
443
00:21:02,695 --> 00:21:07,031
Never, ever, ever take another
book out of the library
444
00:21:07,066 --> 00:21:09,533
at the Castle without asking.
445
00:21:09,568 --> 00:21:11,035
Princess Cadance
and Princess Luna
446
00:21:11,070 --> 00:21:13,904
have much better things to do
than help me clean up Ponyville.
447
00:21:16,542 --> 00:21:18,842
Do you have any idea how
hard it was to reverse
448
00:21:18,877 --> 00:21:19,944
that much dark magic?
449
00:21:21,914 --> 00:21:23,281
You don't look so good.
450
00:21:24,817 --> 00:21:25,783
What?
451
00:21:25,818 --> 00:21:26,950
I'm just being honest.
452
00:21:26,985 --> 00:21:28,519
It's what good friends do.
453
00:21:29,755 --> 00:21:32,290
(growl)
454
00:21:33,625 --> 00:21:35,926
♪ My Little Pony ♪
455
00:21:37,963 --> 00:21:40,464
♪ My Little Pony ♪
456
00:21:50,876 --> 00:21:52,877
♪ My Little Pony ♪
457
00:21:53,011 --> 00:21:57,014
♪ friends ♪