1 00:00:01,834 --> 00:00:08,141 ♪♪ 2 00:00:08,174 --> 00:00:10,143 Hear ye! Hear ye! 3 00:00:10,176 --> 00:00:15,148 The Ponyville Foal and Filly Fair is almost ready to begin! 4 00:00:15,181 --> 00:00:18,451 (excited chatter) 5 00:00:18,484 --> 00:00:21,254 Whee! Ha ha! 6 00:00:21,287 --> 00:00:22,355 (ding) 7 00:00:22,388 --> 00:00:23,356 Ha ha! 8 00:00:23,389 --> 00:00:24,357 Hee hee hee! 9 00:00:24,390 --> 00:00:25,392 (giggling) 10 00:00:26,425 --> 00:00:28,327 Just because the attendees are young, 11 00:00:28,360 --> 00:00:31,664 doesn't mean they don't deserve my very best creative work. 12 00:00:31,697 --> 00:00:34,067 Why, this puppet theatre is going to be the talk 13 00:00:34,100 --> 00:00:35,468 of the Foal and Filly Fair. 14 00:00:36,769 --> 00:00:38,271 How could it not be? 15 00:00:38,304 --> 00:00:40,440 You're the one making it. 16 00:00:40,473 --> 00:00:42,842 Oh, but I couldn't have done it without the help 17 00:00:42,875 --> 00:00:45,845 of one of my dearest and most supportive friends. 18 00:00:45,878 --> 00:00:49,182 You are my favorite dragon. 19 00:00:49,215 --> 00:00:51,451 Your favorite dragon? 20 00:00:51,484 --> 00:00:52,685 Aw, gee. 21 00:00:52,719 --> 00:00:56,689 The hours have been long, the work taxing beyond compare, 22 00:00:56,722 --> 00:00:59,092 but it will all be worth it when we hear 23 00:00:59,125 --> 00:01:00,493 those three little words-- 24 00:01:00,526 --> 00:01:03,362 Gruff voice: This is awful! 25 00:01:03,395 --> 00:01:04,530 Awful? 26 00:01:04,563 --> 00:01:07,200 Completely unusable. 27 00:01:07,233 --> 00:01:09,735 Hmmm. 28 00:01:09,768 --> 00:01:12,505 It doesn't travel! 29 00:01:12,538 --> 00:01:16,509 There's no room for my puppets! 30 00:01:16,542 --> 00:01:19,512 It appears I won't have a travelling puppet theatre 31 00:01:19,545 --> 00:01:21,481 to use after all. 32 00:01:25,684 --> 00:01:28,154 I don't know what that guy was talking about. 33 00:01:28,187 --> 00:01:30,457 This thing is perfect. 34 00:01:36,162 --> 00:01:39,799 ♪ My Little Pony, My Little Pony ♪ 35 00:01:39,832 --> 00:01:40,800 ♪ Aaaaahhh! ♪ 36 00:01:40,833 --> 00:01:41,834 ♪ (upbeat) ♪ 37 00:01:41,867 --> 00:01:44,203 ♪ My Little Pony ♪ 38 00:01:44,236 --> 00:01:46,372 ♪ I used to wonder what friendship could be ♪ 39 00:01:46,405 --> 00:01:48,307 ♪ My Little Pony ♪ 40 00:01:48,340 --> 00:01:50,510 ♪ Until you all shared its magic with me ♪ 41 00:01:50,543 --> 00:01:51,511 ♪ Big adventure ♪ 42 00:01:51,544 --> 00:01:52,645 ♪ Tons of fun. ♪ 43 00:01:52,678 --> 00:01:53,779 ♪ A beautiful heart ♪ 44 00:01:53,812 --> 00:01:54,881 ♪ faithful and strong ♪ 45 00:01:54,914 --> 00:01:55,882 ♪ Sharing kindness ♪ 46 00:01:55,915 --> 00:01:57,316 ♪ it's an easy feat ♪ 47 00:01:57,349 --> 00:01:58,918 ♪ And magic makes it all complete ♪ 48 00:01:58,951 --> 00:02:01,220 ♪ My Little Ponies ♪ 49 00:02:01,253 --> 00:02:03,756 ♪ Do you know you're all my very best friends? ♪ 50 00:02:03,789 --> 00:02:07,894 ♪♪ 51 00:02:12,631 --> 00:02:15,902 Rarity: This is terrible. Simply terrible! 52 00:02:15,935 --> 00:02:17,904 (sobbing) 53 00:02:17,937 --> 00:02:20,806 So that puppeteer didn't like your exquisitely crafted, 54 00:02:20,839 --> 00:02:22,808 best puppet theatre in the history of puppet theatres 55 00:02:22,841 --> 00:02:23,642 puppet theatre. 56 00:02:25,477 --> 00:02:26,712 You can just contribute something else 57 00:02:26,745 --> 00:02:28,447 to the Foal and Filly Fair. 58 00:02:28,480 --> 00:02:29,916 (sobbing) 59 00:02:29,949 --> 00:02:32,418 I suppose I could. 60 00:02:32,451 --> 00:02:34,320 Forget it, Spike. 61 00:02:34,353 --> 00:02:36,522 I'd never have something finished in time. 62 00:02:36,555 --> 00:02:39,559 (crying) 63 00:02:43,862 --> 00:02:46,532 I wanted to leave my creative mark on the fair 64 00:02:46,565 --> 00:02:48,301 and I have failed. 65 00:02:48,334 --> 00:02:49,635 Mmm. 66 00:02:49,668 --> 00:02:51,437 Miserably. 67 00:02:51,470 --> 00:02:55,708 And that makes me miserable. 68 00:02:55,741 --> 00:02:58,711 (crying) 69 00:03:05,918 --> 00:03:08,654 There's gotta be something in here somewhere. 70 00:03:08,687 --> 00:03:09,956 Hoo! 71 00:03:09,989 --> 00:03:12,358 It's not who, it's what. 72 00:03:12,391 --> 00:03:15,761 Like what can help Rarity make something in time for the fair? 73 00:03:15,794 --> 00:03:19,398 She really, really, really wants to make a creative contribution. 74 00:03:19,431 --> 00:03:21,467 She said I'm her favourite dragon. 75 00:03:21,500 --> 00:03:24,737 So it's up to me to come through for her in her time of need. 76 00:03:27,006 --> 00:03:29,642 There's gotta be some kind of spell that'll do the trick. 77 00:03:29,675 --> 00:03:30,977 Owl: Hoo! 78 00:03:31,010 --> 00:03:32,779 Come on, help a dragon out! 79 00:03:34,280 --> 00:03:35,281 Hoo! 80 00:03:36,949 --> 00:03:37,951 Hoo! 81 00:03:40,786 --> 00:03:41,821 Hoo! 82 00:03:41,854 --> 00:03:42,822 Agh! 83 00:03:42,855 --> 00:03:43,990 It's not for me! 84 00:03:44,023 --> 00:03:45,124 It's for Rarity. 85 00:03:45,158 --> 00:03:47,693 The one who made you that bow tie you liked so much. 86 00:03:47,726 --> 00:03:48,894 Hoo hoo! 87 00:03:48,927 --> 00:03:50,897 OK. I get it. 88 00:03:52,698 --> 00:03:53,899 (rumbling) 89 00:03:53,932 --> 00:03:55,568 You don't think we should use magi-- 90 00:03:55,601 --> 00:04:01,340 ♪♪ 91 00:04:01,373 --> 00:04:03,643 What is that? 92 00:04:03,676 --> 00:04:05,011 Hoo! Hoo! 93 00:04:07,813 --> 00:04:08,948 (whoosh) 94 00:04:08,981 --> 00:04:10,383 (clink) 95 00:04:11,417 --> 00:04:13,820 Hoo! Hoo! 96 00:04:17,723 --> 00:04:20,493 (squeaking bats) 97 00:04:20,526 --> 00:04:27,533 ♪♪ 98 00:04:27,966 --> 00:04:30,536 Hoo! Hoo! 99 00:04:30,569 --> 00:04:31,804 What? 100 00:04:31,837 --> 00:04:34,674 If I wasn't supposed to have it, it wouldn't be so easy to get. 101 00:04:34,707 --> 00:04:35,508 (rumbling and cracking) 102 00:04:35,541 --> 00:04:37,376 And it's covered in spikes, like me! 103 00:04:37,409 --> 00:04:38,711 Hoooo! 104 00:04:38,744 --> 00:04:41,314 (crashing) 105 00:04:41,347 --> 00:04:42,682 Hooo! 106 00:04:42,715 --> 00:04:45,084 (cracking) 107 00:04:45,117 --> 00:04:50,656 "Inspiration Manifestation, instantly brings ideas to life." 108 00:04:50,689 --> 00:04:52,792 I'm liking the looks of this one! 109 00:04:52,825 --> 00:04:53,893 Hmm. 110 00:04:55,761 --> 00:04:56,796 (slam) 111 00:04:59,698 --> 00:05:01,701 (Rarity bawling) 112 00:05:07,906 --> 00:05:09,108 Rarity! 113 00:05:09,141 --> 00:05:11,110 Leave me be! 114 00:05:11,143 --> 00:05:13,079 Can't you see how distraught, disappointed 115 00:05:13,112 --> 00:05:16,515 and downtrodden I still am? 116 00:05:16,548 --> 00:05:18,984 But I brought you something. 117 00:05:19,017 --> 00:05:22,388 Unless it's another carton of Vanilla Oat Swirl 118 00:05:22,421 --> 00:05:24,890 or word that the festival has been cancelled, 119 00:05:24,923 --> 00:05:27,693 I don't think I'm interested. 120 00:05:27,726 --> 00:05:29,929 It's magic. 121 00:05:29,962 --> 00:05:33,566 Spike, Precious Scales, I already have magic. 122 00:05:35,801 --> 00:05:37,970 But not the kind that can help you create something 123 00:05:38,003 --> 00:05:40,106 in time for the fair. 124 00:05:40,139 --> 00:05:43,042 This can! 125 00:05:43,075 --> 00:05:45,644 I suppose it's worth a try. 126 00:05:45,677 --> 00:05:48,381 From in the head to out in the world. 127 00:05:48,414 --> 00:05:50,750 Every thought to action. 128 00:05:50,783 --> 00:05:53,652 Hold close this book, and through its spell, 129 00:05:53,685 --> 00:05:56,389 you'll start a chain reaction. 130 00:05:56,422 --> 00:05:59,625 Projecting forth whatever beauty you see. 131 00:05:59,658 --> 00:06:05,164 Only when true words are spoken, will you finally be set free. 132 00:06:05,197 --> 00:06:06,499 Did it work? 133 00:06:07,166 --> 00:06:08,868 There's only one way to find out. 134 00:06:13,205 --> 00:06:14,507 (poof) 135 00:06:14,540 --> 00:06:16,142 Oh my! 136 00:06:16,175 --> 00:06:19,111 I thought about making this a much more beautiful spell book 137 00:06:19,144 --> 00:06:20,546 and I have! 138 00:06:22,714 --> 00:06:23,783 (poof) 139 00:06:25,651 --> 00:06:28,954 Dear, dear, Spike, here I was about to give up, 140 00:06:28,987 --> 00:06:32,825 but like a true friend, you've come through with flying colors. 141 00:06:34,660 --> 00:06:36,996 Come! We must find the puppeteer right away 142 00:06:37,029 --> 00:06:39,665 so that I may provide him with the most fabulous theatre 143 00:06:39,698 --> 00:06:41,634 he's ever imagined. 144 00:06:41,667 --> 00:06:46,472 Or should I say that I've ever imagined. 145 00:06:56,982 --> 00:07:00,019 Ah, Miss Rarity, come to see the show, I presume. 146 00:07:02,621 --> 00:07:05,124 You'll notice I had to make do in light of your recent 147 00:07:05,157 --> 00:07:07,927 failure to produce a functioning theatre. 148 00:07:07,960 --> 00:07:13,532 ♪♪ 149 00:07:13,565 --> 00:07:16,035 Oh, but I think you'll find the new one I've created 150 00:07:16,068 --> 00:07:18,504 will be much more to your liking. 151 00:07:21,573 --> 00:07:24,543 ♪♪ 152 00:07:24,576 --> 00:07:27,680 Hmm yeah well, it is gorgeous, 153 00:07:27,713 --> 00:07:29,782 but that was never the problem now, was it? 154 00:07:31,149 --> 00:07:34,687 Oh, well this one does seem to travel. 155 00:07:38,056 --> 00:07:41,093 Plenty of room for my puppets. 156 00:07:41,126 --> 00:07:43,996 I say, Miss Rarity, I don't know how you managed to do so 157 00:07:44,029 --> 00:07:45,764 in such a short amount of time, 158 00:07:45,797 --> 00:07:49,134 but you seem to have redeemed yourself. 159 00:07:49,167 --> 00:07:52,672 How did you manage to do so in such a short time? 160 00:07:53,772 --> 00:07:55,741 As a matter of fact, she used a sp- 161 00:07:55,774 --> 00:07:57,477 A good designer never reveals her tricks. 162 00:08:01,213 --> 00:08:04,683 ♪♪ 163 00:08:04,716 --> 00:08:07,620 Thank you again, Spike, for being such a dear friend 164 00:08:07,653 --> 00:08:09,755 and finding this book for me. 165 00:08:09,788 --> 00:08:11,590 My pleasure. 166 00:08:11,623 --> 00:08:14,093 Well, guess I can return it now that the fair is over. 167 00:08:14,126 --> 00:08:15,227 Yes, of course. 168 00:08:15,261 --> 00:08:17,963 I've made my creative contribution as I'd hoped to do, 169 00:08:17,996 --> 00:08:19,065 and all is well. 170 00:08:24,303 --> 00:08:28,240 Then again, perhaps I should keep it just a skotch longer. 171 00:08:28,273 --> 00:08:29,976 You don't mind do you, Spike? 172 00:08:30,709 --> 00:08:32,545 Of course not! 173 00:08:32,578 --> 00:08:33,913 See you tomorrow. 174 00:08:37,683 --> 00:08:38,784 What? 175 00:08:38,817 --> 00:08:40,586 She'll keep it for a few more hours. 176 00:08:40,619 --> 00:08:41,621 No harm in that. 177 00:08:45,057 --> 00:08:49,595 (Spike whistling cheerfully) 178 00:08:49,628 --> 00:08:51,263 (knock knock knock) 179 00:08:51,296 --> 00:08:52,298 Rarity? 180 00:08:52,331 --> 00:08:55,834 (rumbling) 181 00:08:55,867 --> 00:08:56,869 Wha! 182 00:08:58,003 --> 00:08:59,839 Spike! I'm so glad you're here! 183 00:09:04,910 --> 00:09:06,078 Whoa! 184 00:09:09,881 --> 00:09:11,884 Are you OK? 185 00:09:11,917 --> 00:09:13,586 Oh! I've never been better. 186 00:09:13,619 --> 00:09:15,721 This book you've given me is amazing! 187 00:09:15,754 --> 00:09:18,324 Why, I've been up all night just creating and creating 188 00:09:18,357 --> 00:09:20,159 and creating and creating! 189 00:09:20,192 --> 00:09:24,096 I've completed my fall line for the next fifteen seasons! 190 00:09:24,129 --> 00:09:25,364 Wow! 191 00:09:25,397 --> 00:09:28,133 But then I started thinking, why stop there? 192 00:09:28,166 --> 00:09:30,636 Oh, Spike, I've always thought this town of ours 193 00:09:30,669 --> 00:09:32,738 could use a few beautifying upgrades. 194 00:09:32,771 --> 00:09:36,241 And with this book, I can make that happen with such ease. 195 00:09:36,274 --> 00:09:38,611 You will support me in this endeavor by letting me 196 00:09:38,644 --> 00:09:40,780 keep the book just a little longer? 197 00:09:41,647 --> 00:09:43,015 Of course I will! 198 00:09:44,950 --> 00:09:46,852 Hoo! 199 00:09:52,357 --> 00:09:55,227 What do you say we get a little breakfast before we get started? 200 00:09:55,260 --> 00:09:56,629 No time for breakfast. 201 00:09:56,662 --> 00:09:58,397 I want to get started right away. 202 00:09:58,430 --> 00:10:00,332 Technically, we do have time 203 00:10:00,365 --> 00:10:01,967 because with that book held close 204 00:10:02,000 --> 00:10:03,102 you can just make things-- 205 00:10:05,404 --> 00:10:06,606 Rarity? 206 00:10:09,374 --> 00:10:13,078 Now this is exactly what I'm talking about. 207 00:10:13,111 --> 00:10:15,381 Why that cart hasn't an ounce of stylish flair. 208 00:10:19,751 --> 00:10:20,820 (poof) 209 00:10:24,423 --> 00:10:27,793 My eyes playin' tricks on me again? 210 00:10:27,826 --> 00:10:29,795 What in rhubarb pie just happened? 211 00:10:32,164 --> 00:10:33,999 Isn't it gorgeous? 212 00:10:34,032 --> 00:10:35,200 It's amazing! 213 00:10:35,233 --> 00:10:37,002 You should ask Applejack if she wants you 214 00:10:37,035 --> 00:10:39,204 to give all the Apple family carts a makeover! 215 00:10:39,237 --> 00:10:42,875 Oh, I don't really think I need to ask permission, darling. 216 00:10:42,908 --> 00:10:44,977 Everyone loves surprises. 217 00:10:45,010 --> 00:10:47,346 Especially when they're gorgeous ones. 218 00:10:47,379 --> 00:10:48,347 You're right! 219 00:10:48,380 --> 00:10:50,349 Everypony does love surprises! 220 00:10:50,382 --> 00:10:53,786 We shouldn't even tell anypony that it's me 221 00:10:53,819 --> 00:10:56,455 who is behind all the fabulous changes I'll be making. 222 00:10:56,488 --> 00:10:57,723 (giggle) 223 00:10:57,756 --> 00:10:59,158 Won't that be a fun little secret 224 00:10:59,191 --> 00:11:01,026 for the three of us to share? 225 00:11:01,059 --> 00:11:03,729 The... three of us? 226 00:11:05,230 --> 00:11:07,833 You, me, and the book, of course. 227 00:11:10,268 --> 00:11:13,072 My marvellous, marvellous book. 228 00:11:14,873 --> 00:11:16,275 Of course. 229 00:11:16,308 --> 00:11:18,911 Promise me you won't say a word to anypony? 230 00:11:20,412 --> 00:11:21,880 You got it! 231 00:11:21,913 --> 00:11:24,116 I knew I could count on you, Spike. 232 00:11:24,149 --> 00:11:26,686 And I also know just what I want to do next. 233 00:11:28,019 --> 00:11:30,155 Take that! 234 00:11:30,188 --> 00:11:31,190 And that! 235 00:11:32,991 --> 00:11:33,959 Ha ha. 236 00:11:33,992 --> 00:11:34,960 (poof) 237 00:11:34,993 --> 00:11:36,028 What in the-- 238 00:11:36,061 --> 00:11:40,365 Get. It. Off. Of. Me! 239 00:11:40,398 --> 00:11:42,201 I've always thought Rainbow Dash 240 00:11:42,234 --> 00:11:44,169 could use a little more glamour. 241 00:11:44,202 --> 00:11:45,270 And now look at her! 242 00:11:45,303 --> 00:11:47,139 Cloud-busting with style! 243 00:11:48,840 --> 00:11:49,842 Moving on! 244 00:11:51,443 --> 00:11:52,444 She'll be fine. 245 00:11:52,477 --> 00:11:54,079 It's just a dress. 246 00:11:54,112 --> 00:11:55,981 Wait for your favorite dragon! 247 00:11:57,983 --> 00:11:59,051 (crash) 248 00:11:59,084 --> 00:12:00,386 (sigh) 249 00:12:05,023 --> 00:12:08,127 ♪ La la la la la la ♪ 250 00:12:08,160 --> 00:12:10,028 There you go, Mr. Robin. 251 00:12:10,061 --> 00:12:11,397 (chirping) 252 00:12:13,131 --> 00:12:15,334 Don't you look so content in your little house. 253 00:12:15,367 --> 00:12:16,769 (poof) 254 00:12:16,802 --> 00:12:18,070 Oh my goodness! 255 00:12:19,905 --> 00:12:20,906 You're lost? 256 00:12:20,939 --> 00:12:22,141 (chirp) 257 00:12:22,174 --> 00:12:23,375 No. Not that way. 258 00:12:23,408 --> 00:12:26,178 That looks like that's a door to a bedroom. 259 00:12:26,211 --> 00:12:27,279 Try that one over there. 260 00:12:27,312 --> 00:12:28,413 (chirp) 261 00:12:28,446 --> 00:12:29,414 No. No. 262 00:12:29,447 --> 00:12:31,383 That leads to a... 263 00:12:31,416 --> 00:12:32,551 shoe closet? 264 00:12:32,584 --> 00:12:33,786 Oh dear. 265 00:12:33,819 --> 00:12:35,287 Maybe try the staircase? 266 00:12:35,320 --> 00:12:38,090 No. No. No. The other staircase. 267 00:12:38,123 --> 00:12:39,892 Isn't it gorgeous? 268 00:12:39,925 --> 00:12:42,961 It's probably the most beautiful bird house ever created... 269 00:12:42,994 --> 00:12:43,962 Go on. 270 00:12:43,995 --> 00:12:46,932 I'm just not sure how the bird feels about it. 271 00:12:46,965 --> 00:12:51,403 Pfft. What does a bird know about architectural design? 272 00:12:51,436 --> 00:12:54,973 What matters is what you think, Spike, and you love it. 273 00:12:55,006 --> 00:12:57,276 Don't you? 274 00:12:57,309 --> 00:12:58,410 Of course I do! 275 00:12:58,443 --> 00:13:02,181 It's so... "Rarity". 276 00:13:02,214 --> 00:13:03,382 It is, isn't it. 277 00:13:04,616 --> 00:13:05,818 Oooh! 278 00:13:07,152 --> 00:13:08,154 (clunk) 279 00:13:14,092 --> 00:13:20,299 (kids chattering) 280 00:13:20,332 --> 00:13:22,868 Oh, adorable! 281 00:13:22,901 --> 00:13:25,971 But it could use a touch of class, don't you think? 282 00:13:26,004 --> 00:13:28,006 Oh. Yeah. Definitely! 283 00:13:28,039 --> 00:13:32,044 ♪ (country swing) ♪ 284 00:13:32,077 --> 00:13:33,245 (poof) 285 00:13:35,447 --> 00:13:36,882 (poof) 286 00:13:39,150 --> 00:13:40,151 (poof) 287 00:13:41,353 --> 00:13:43,622 This party doesn't even seem to have a proper theme. 288 00:13:43,655 --> 00:13:46,859 Let's do something about that, shall we? 289 00:13:46,892 --> 00:13:49,361 You've already made things look really, really great. 290 00:13:49,394 --> 00:13:51,997 Maybe you should stop while you're ahead? 291 00:13:52,030 --> 00:13:53,432 You're right, Spike. 292 00:13:53,465 --> 00:13:55,868 There's so much to do elsewhere. 293 00:13:55,901 --> 00:13:57,135 Right. 294 00:13:57,168 --> 00:13:58,403 Elsewhere. 295 00:13:58,436 --> 00:14:00,406 Just one more little thing before we go. 296 00:14:01,640 --> 00:14:02,641 (poof) 297 00:14:02,674 --> 00:14:04,543 ♪ (classical) ♪ 298 00:14:04,576 --> 00:14:08,480 Why, this party is certain to make the society page now. 299 00:14:08,513 --> 00:14:12,251 Won't Pinkie Pie be pleased? 300 00:14:12,284 --> 00:14:15,020 Happy happy day to--huh? 301 00:14:19,324 --> 00:14:21,493 I am simply buzzing with ideas. 302 00:14:21,526 --> 00:14:22,528 Simply buzzing! 303 00:14:24,562 --> 00:14:25,530 That's great! 304 00:14:25,563 --> 00:14:28,500 But, uh, you've been at this for a while now. 305 00:14:28,533 --> 00:14:30,102 How about you take a break? 306 00:14:30,135 --> 00:14:32,204 Give that brilliant mind of yours a rest. 307 00:14:32,237 --> 00:14:33,505 Don't be silly. 308 00:14:33,538 --> 00:14:35,507 I'm not going to stop now. 309 00:14:35,540 --> 00:14:38,176 Why, I won't stop until every inch of Ponyville 310 00:14:38,209 --> 00:14:40,145 has benefited from my creative vision. 311 00:14:43,715 --> 00:14:45,417 Starting with you, Spike! 312 00:14:52,057 --> 00:14:53,025 You. 313 00:14:53,058 --> 00:14:54,026 Look. 314 00:14:54,059 --> 00:14:55,460 Fabulous! 315 00:14:55,493 --> 00:14:57,496 All because of you! 316 00:14:57,529 --> 00:15:02,167 Anything for my favorite dragon and most supportive friend. 317 00:15:02,200 --> 00:15:04,336 Come! There's so much more to do! 318 00:15:07,739 --> 00:15:09,474 Oh, no! 319 00:15:09,507 --> 00:15:10,576 Not you, too. 320 00:15:12,744 --> 00:15:15,314 What do you mean "not me, too"? 321 00:15:15,347 --> 00:15:18,216 Oh, judging by that outfit, I thought for sure you'd-- 322 00:15:18,249 --> 00:15:19,318 What? This? 323 00:15:19,351 --> 00:15:21,320 I just wanted to try out a new look. 324 00:15:21,353 --> 00:15:22,587 (thud) 325 00:15:22,620 --> 00:15:24,289 You like? 326 00:15:24,322 --> 00:15:25,523 Hmm. 327 00:15:25,557 --> 00:15:29,361 Well, in that case, have you seen anypony suspicious around? 328 00:15:29,394 --> 00:15:30,596 Uh, nope. 329 00:15:35,100 --> 00:15:36,101 Princess Twilight! 330 00:15:36,135 --> 00:15:38,236 The gazebo has been turned into solid crystal 331 00:15:38,269 --> 00:15:40,706 and two ponies are now trapped inside its walls! 332 00:15:47,412 --> 00:15:48,513 Hoo! 333 00:15:48,547 --> 00:15:52,384 No! I made a promise to Rarity to keep this to myself. 334 00:15:52,417 --> 00:15:53,385 Hoo! 335 00:15:53,418 --> 00:15:54,386 (sigh) 336 00:15:54,419 --> 00:15:57,689 But you're right Owlowiscious, I have to tell. 337 00:15:57,722 --> 00:16:00,993 And once I do, I can forget Rarity thinking of me 338 00:16:01,026 --> 00:16:03,595 as her most supportive friend. 339 00:16:03,628 --> 00:16:07,433 I can forget Rarity thinking of me as a friend at all. 340 00:16:17,575 --> 00:16:19,378 I can't do it. 341 00:16:20,245 --> 00:16:23,181 I promised I'd keep all of this between the three of us. 342 00:16:23,214 --> 00:16:24,616 Hoo! 343 00:16:24,649 --> 00:16:26,785 Of course, it's weird that she meant me, her, 344 00:16:26,818 --> 00:16:28,787 and the spell book, but-- 345 00:16:28,820 --> 00:16:31,056 The spell book! Of course! 346 00:16:31,089 --> 00:16:32,724 If I can get it away from her, 347 00:16:32,757 --> 00:16:35,060 I bet she won't be able to use its magic anymore. 348 00:16:36,728 --> 00:16:39,031 Oh, come on! It's the perfect plan. 349 00:16:39,064 --> 00:16:41,800 I just have to figure out which way she went. 350 00:16:41,833 --> 00:16:43,435 I can't see! 351 00:16:43,468 --> 00:16:48,573 (screams) 352 00:16:48,606 --> 00:16:51,410 I'm thinking she's headed this way. 353 00:16:54,245 --> 00:16:55,581 (evil cackle) 354 00:17:08,293 --> 00:17:09,728 What do you think you're doing? 355 00:17:09,761 --> 00:17:14,633 Me? I was just uh, basking in your creative radiance. 356 00:17:16,334 --> 00:17:19,671 Oh, Spike, you do say the nicest things! 357 00:17:19,704 --> 00:17:21,573 Thanks. 358 00:17:21,606 --> 00:17:23,342 Now where was I? 359 00:17:27,312 --> 00:17:28,146 Oh, yes! 360 00:17:28,180 --> 00:17:31,683 Gold-plated roof-tops for everypony! 361 00:17:31,716 --> 00:17:33,719 Hoo! Hoo! Hoo! 362 00:17:39,858 --> 00:17:41,060 Spike! 363 00:17:42,127 --> 00:17:43,195 (munch) 364 00:17:44,596 --> 00:17:46,565 I have just had the most marvellous idea! 365 00:17:47,265 --> 00:17:49,234 (gulp) 366 00:17:49,267 --> 00:17:50,469 (sigh) 367 00:17:50,502 --> 00:17:52,838 Of course you have; you're Rarity. 368 00:17:54,339 --> 00:17:56,875 My work here in Ponyville is nearly complete. 369 00:17:56,908 --> 00:17:59,644 Don't you think it's time the rest of Equestria 370 00:17:59,677 --> 00:18:01,547 benefited from my creative vision? 371 00:18:02,514 --> 00:18:03,615 Absolutely! 372 00:18:04,883 --> 00:18:07,619 I'm thinking we go by chariot. 373 00:18:07,652 --> 00:18:10,655 Or as everyone will soon be calling them, "Rariot". 374 00:18:10,688 --> 00:18:12,757 (manic giggle) 375 00:18:12,790 --> 00:18:15,193 Oh, yeah! We should definitely go by-- 376 00:18:15,226 --> 00:18:16,361 (poof) 377 00:18:19,731 --> 00:18:23,135 How...how did you do that? 378 00:18:23,168 --> 00:18:25,203 Why, whatever do you mean? 379 00:18:25,236 --> 00:18:28,340 The book. It's... I mean... you don't... 380 00:18:28,373 --> 00:18:29,908 It's gone. 381 00:18:29,941 --> 00:18:31,309 The book is gone. 382 00:18:31,342 --> 00:18:32,344 Gone? 383 00:18:32,377 --> 00:18:33,645 Why it's right there. 384 00:18:33,678 --> 00:18:35,247 (gasp) 385 00:18:35,280 --> 00:18:37,215 I need my book, Spike! 386 00:18:37,248 --> 00:18:38,850 What have you done with my book? 387 00:18:38,883 --> 00:18:40,519 (growl) 388 00:18:40,552 --> 00:18:42,854 Why would I do anything with your book? 389 00:18:42,887 --> 00:18:44,322 We're friends. 390 00:18:44,355 --> 00:18:46,425 It was probably the owl! 391 00:18:47,892 --> 00:18:48,927 Hoo! 392 00:18:48,960 --> 00:18:53,865 But, wait, I don't seem to need it anymore, do I? 393 00:18:53,898 --> 00:18:56,468 Yes! Yes! 394 00:18:56,501 --> 00:18:59,638 I can feel its magic flowing within me now. 395 00:18:59,671 --> 00:19:03,275 I'm so excited! I'm so excited! 396 00:19:03,308 --> 00:19:04,910 I'm so scared. 397 00:19:04,943 --> 00:19:06,745 Oh, the places we'll go, Spike. 398 00:19:06,778 --> 00:19:07,812 Manehattan. 399 00:19:07,845 --> 00:19:08,914 Phillydelphia. 400 00:19:08,947 --> 00:19:10,582 Canterlot. 401 00:19:10,615 --> 00:19:12,384 And there you'll be by my side. 402 00:19:12,417 --> 00:19:14,452 Just as you've always been here in Ponyville. 403 00:19:14,485 --> 00:19:16,855 Your constant praise and adoration driving me 404 00:19:16,888 --> 00:19:18,523 to even greater heights 405 00:19:18,556 --> 00:19:19,958 until there isn't an inch of Equestria 406 00:19:19,991 --> 00:19:21,826 that hasn't been utterly transformed 407 00:19:21,859 --> 00:19:25,564 by my creative genius! 408 00:19:25,597 --> 00:19:31,603 ♪♪ 409 00:19:31,636 --> 00:19:32,971 No! 410 00:19:33,004 --> 00:19:34,906 What did you say? 411 00:19:34,939 --> 00:19:36,575 I said, "No!" 412 00:19:36,608 --> 00:19:37,776 You've been changing things, 413 00:19:37,809 --> 00:19:39,744 but you haven't been making them better. 414 00:19:39,777 --> 00:19:42,314 I should have told you the truth at the very beginning, 415 00:19:42,347 --> 00:19:43,348 but I didn't 416 00:19:43,382 --> 00:19:45,617 because I was trying to be a supportive friend. 417 00:19:45,650 --> 00:19:49,855 But instead I let you become something awful. 418 00:19:51,356 --> 00:19:52,357 Awful? 419 00:20:02,634 --> 00:20:05,604 What happened? 420 00:20:05,637 --> 00:20:08,273 Rarity, you're OK? 421 00:20:08,306 --> 00:20:11,676 I...I think so. 422 00:20:11,709 --> 00:20:14,579 Though by the looks of it, something quite terrifying 423 00:20:14,612 --> 00:20:16,448 has happened to Ponyville. 424 00:20:17,682 --> 00:20:19,251 You happened. 425 00:20:19,284 --> 00:20:20,319 Me? 426 00:20:21,519 --> 00:20:24,322 The last part of the spell! 427 00:20:24,355 --> 00:20:26,558 "Only when true words are spoken, 428 00:20:26,591 --> 00:20:29,328 will you finally be set free." 429 00:20:30,395 --> 00:20:32,030 The spell took over you 430 00:20:32,063 --> 00:20:34,566 and you wanted to change everything in Equestria. 431 00:20:34,599 --> 00:20:37,636 I was afraid to tell you how I really felt about it, 432 00:20:37,669 --> 00:20:40,972 but then I, I told you the truth. 433 00:20:41,005 --> 00:20:45,277 Dearest Spike, you should never be afraid to tell me the truth. 434 00:20:45,310 --> 00:20:46,778 We're friends, remember? 435 00:20:50,548 --> 00:20:52,417 Spike: Today I learned how important it is 436 00:20:52,450 --> 00:20:53,852 to be honest with your friends 437 00:20:53,885 --> 00:20:55,020 when they're doing something 438 00:20:55,053 --> 00:20:56,821 that you don't think is right. 439 00:20:56,854 --> 00:20:59,057 A true friend knows that you're speaking up 440 00:20:59,090 --> 00:21:00,525 because you care about them. 441 00:21:00,558 --> 00:21:01,526 (door opens) 442 00:21:01,559 --> 00:21:02,660 Spike! 443 00:21:02,694 --> 00:21:07,032 Never, ever, ever take another book out of the library 444 00:21:07,065 --> 00:21:09,534 at the Castle without asking. 445 00:21:09,567 --> 00:21:11,036 Princess Cadance and Princess Luna 446 00:21:11,069 --> 00:21:13,905 have much better things to do than help me clean up Ponyville. 447 00:21:16,541 --> 00:21:18,843 Do you have any idea how hard it was to reverse 448 00:21:18,876 --> 00:21:19,945 that much dark magic? 449 00:21:21,913 --> 00:21:23,282 You don't look so good. 450 00:21:24,816 --> 00:21:25,784 What? 451 00:21:25,817 --> 00:21:26,951 I'm just being honest. 452 00:21:26,984 --> 00:21:28,520 It's what good friends do. 453 00:21:29,754 --> 00:21:32,291 (growl) 454 00:21:33,624 --> 00:21:35,927 ♪ My Little Pony ♪ 455 00:21:37,962 --> 00:21:40,465 ♪ My Little Pony ♪ 456 00:21:50,875 --> 00:21:52,878 ♪ My Little Pony ♪ 457 00:21:53,010 --> 00:21:57,015 ♪ friends ♪