1
00:00:01,868 --> 00:00:06,539
I can't believe we're going
to the Appleoosa County Fair!

2
00:00:06,572 --> 00:00:09,142
Animal shows,
carnival rides.

3
00:00:09,175 --> 00:00:11,277
And all kinds of
food on a stick!

4
00:00:11,310 --> 00:00:12,378
[thud]

5
00:00:12,411 --> 00:00:14,447
Speaking of food, did you
pack snacks for the train?

6
00:00:15,481 --> 00:00:17,216
For there and back.

7
00:00:17,249 --> 00:00:19,185
And our train
tickets are all set.

8
00:00:23,456 --> 00:00:25,725
And I've got our whole
itinerary planned.

9
00:00:25,758 --> 00:00:28,561
Are you sure you're
not Twilight's sister?

10
00:00:28,594 --> 00:00:30,530
[giggles]

11
00:00:30,563 --> 00:00:33,199
Weeks of planning has
all come down to this.

12
00:00:33,232 --> 00:00:35,501
All we have to do now is wait
for our chaperone to get here.

13
00:00:35,534 --> 00:00:37,136
Mm hm!

14
00:00:37,169 --> 00:00:41,808
<i> ♪ [musical clock ticking] ♪</i>

15
00:00:41,841 --> 00:00:43,709
So when's Rainbow
Dash coming?

16
00:00:43,742 --> 00:00:46,679
I thought you were
gonna ask Applejack.

17
00:00:46,712 --> 00:00:49,449
I don't suppose
you asked Rarity.

18
00:00:49,482 --> 00:00:52,218
You mean we spent all
this time planning a trip

19
00:00:52,251 --> 00:00:55,521
and none of us asked
anypony to take us?

20
00:00:55,554 --> 00:00:58,624
In our defense, every
other part of the trip

21
00:00:58,657 --> 00:01:00,126
was planned really well.

22
00:01:05,364 --> 00:01:08,668
<i> ♪ My little pony,
 my little pony ♪</i>

23
00:01:08,701 --> 00:01:10,636
<i> ♪ Aaaahhh ♪</i>

24
00:01:10,669 --> 00:01:12,672
<i> ♪ My little Pony ♪</i>

25
00:01:12,705 --> 00:01:15,274
<i> ♪ I used to wonder what
 friendship could be. ♪</i>

26
00:01:15,307 --> 00:01:17,143
<i> ♪ My Little Pony ♪</i>

27
00:01:17,176 --> 00:01:19,579
<i> ♪ Until you all shared
 its magic with me. ♪</i>

28
00:01:19,612 --> 00:01:21,614
<i> ♪ Big adventure! ♪
 ♪ Tons of fun ♪</i>

29
00:01:21,647 --> 00:01:23,783
<i> ♪ A beautiful heart! ♪ ♪
 Faithful and strong! ♪</i>

30
00:01:23,816 --> 00:01:26,119
<i> ♪ Sharing kindness ♪
 ♪ it's an easy feat ♪</i>

31
00:01:26,152 --> 00:01:28,154
<i> ♪ And magic makes it
 all complete! ♪</i>

32
00:01:28,187 --> 00:01:30,256
<i> ♪ To have my little pony ♪</i>

33
00:01:30,289 --> 00:01:33,559
<i> ♪ Do you know you're all
 my very best friends? ♪</i>

34
00:01:33,592 --> 00:01:36,296
♪♪

35
00:01:41,400 --> 00:01:43,336
We really did think
of everything,

36
00:01:43,369 --> 00:01:45,371
except finding
somepony to take us

37
00:01:45,404 --> 00:01:47,406
and the fair is
only today!

38
00:01:47,439 --> 00:01:50,676
I'm sorry, darlings, but I
can't possibly go to Appleoosa.

39
00:01:50,709 --> 00:01:53,279
I promised to deliver a new
design to Fancy Pants for his

40
00:01:53,312 --> 00:01:55,882
Monocle and Top Hat
Appreciation Society Soiree.

41
00:01:57,283 --> 00:01:59,785
Can't you finish
it tomorrow?

42
00:01:59,818 --> 00:02:02,755
Well, I could, but you'll
learn as you get older

43
00:02:02,788 --> 00:02:04,757
how important it is to
keep your promises,

44
00:02:04,790 --> 00:02:06,426
especially when
running a business.

45
00:02:07,760 --> 00:02:09,729
Maybe we should just
go by ourselves?

46
00:02:09,762 --> 00:02:11,931
WHAT? Oh, my dear, no.

47
00:02:11,964 --> 00:02:14,467
Appleoosa is far too long a
train ride for young foals

48
00:02:14,500 --> 00:02:16,269
without accompaniment.

49
00:02:16,302 --> 00:02:18,371
You could end up in the
wrong place entirely.

50
00:02:18,404 --> 00:02:19,873
Why don't you see if
Rainbow Dash is free?

51
00:02:20,874 --> 00:02:23,943
Sorry, but I just heard from
Spitfire that a whole bunch of

52
00:02:23,976 --> 00:02:26,312
storm clouds got loose
from the cloud factory

53
00:02:26,345 --> 00:02:28,748
and she needs every
Wonderbolt to help bust 'em.

54
00:02:28,781 --> 00:02:32,718
Aw, come on Rainbow Dash,
they won't miss one pony

55
00:02:32,751 --> 00:02:35,588
and we really want
to go to the fair.

56
00:02:35,621 --> 00:02:38,558
Apparently, we're too
young to go alone.

57
00:02:38,591 --> 00:02:40,860
Well, duh.

58
00:02:40,893 --> 00:02:42,562
Young ponies like
you could get lost

59
00:02:42,595 --> 00:02:44,230
and never find
your way back,

60
00:02:44,263 --> 00:02:45,965
but I still can't go.

61
00:02:45,998 --> 00:02:49,268
Being a Wonderbolt isn't
just about showing off,

62
00:02:49,301 --> 00:02:51,204
it's also a
responsibility.

63
00:02:51,237 --> 00:02:52,905
You'll understand
when you get older.

64
00:02:52,938 --> 00:02:55,208
I'm sure you'll find
somepony else to take you.

65
00:02:57,943 --> 00:02:59,712
I wish I could, sugarcube.

66
00:02:59,745 --> 00:03:01,614
But Big Mac's not
feeling well today.

67
00:03:01,647 --> 00:03:03,316
Aww.

68
00:03:03,349 --> 00:03:05,851
But Big Mac's old enough
to take care of himself

69
00:03:05,884 --> 00:03:08,521
and we'd all have so
much fun together.

70
00:03:09,622 --> 00:03:11,324
Sometimes taking
care of somepony

71
00:03:11,357 --> 00:03:12,892
is more important
than having fun.

72
00:03:15,461 --> 00:03:18,297
Speaking of which, don't
you even think about

73
00:03:18,330 --> 00:03:21,300
trying to go without a grown
pony there to take care of you.

74
00:03:21,333 --> 00:03:24,270
You could end up in
hot water, or worse.

75
00:03:24,303 --> 00:03:26,706
We know.

76
00:03:26,739 --> 00:03:29,875
The fair could be over before
we find somepony to take us.

77
00:03:29,908 --> 00:03:31,644
But then we thought of you,

78
00:03:31,677 --> 00:03:33,713
since the fair will
be full of all sorts

79
00:03:33,746 --> 00:03:36,616
of animals and creatures.

80
00:03:36,649 --> 00:03:39,418
I'm sorry, but Twilight
has an important

81
00:03:39,451 --> 00:03:42,755
magical research project and
she's asked for my help.

82
00:03:42,788 --> 00:03:45,992
I guess that means
Twilight's busy too?

83
00:03:46,025 --> 00:03:49,295
I'm afraid I am. Starswirl
sent me this enchanted flower

84
00:03:49,328 --> 00:03:51,330
and it isn't doing well.

85
00:03:51,363 --> 00:03:52,798
If I figure out its
magical properties,

86
00:03:52,831 --> 00:03:54,533
maybe we can save it.

87
00:03:54,566 --> 00:03:57,270
So that's a "no" on going
with us to the fair?

88
00:03:57,303 --> 00:04:00,373
We've already asked
Applejack, Rainbow Dash,

89
00:04:00,406 --> 00:04:03,042
and Rarity and none
of them can come.

90
00:04:03,075 --> 00:04:04,777
And everypony
made it clear

91
00:04:04,810 --> 00:04:07,046
we're too young
to go on our own.

92
00:04:07,079 --> 00:04:08,981
Oh, definitely.

93
00:04:09,014 --> 00:04:11,784
You could take the wrong
train or miss your stop.

94
00:04:11,817 --> 00:04:13,719
Or get lost in a
strange town and end up

95
00:04:13,752 --> 00:04:16,922
in a dangerous situation
with nopony to help you.

96
00:04:16,955 --> 00:04:18,724
We know.

97
00:04:18,757 --> 00:04:20,526
I know it's hard,
but sometimes

98
00:04:20,559 --> 00:04:22,428
you just can't do
what you want.

99
00:04:22,461 --> 00:04:25,865
I'm pretty sure if you wanted
to go to the fair you could.

100
00:04:25,898 --> 00:04:28,634
Sure. Grownups can do a lot
of things that foals can't,

101
00:04:28,667 --> 00:04:30,603
but there's plenty
we can't do either.

102
00:04:30,636 --> 00:04:32,605
Like right now, I can't
find a single reference

103
00:04:32,638 --> 00:04:34,774
to this flower.

104
00:04:34,807 --> 00:04:36,509
None of the birds or
insects I've talked to

105
00:04:36,542 --> 00:04:38,411
have heard of it either.

106
00:04:38,444 --> 00:04:39,912
I wonder if there's anything
in Shadetail Evergreen's

107
00:04:39,945 --> 00:04:41,781
Tome of Flora and Fauna?

108
00:04:41,814 --> 00:04:43,783
That book's pretty
out of date,

109
00:04:43,816 --> 00:04:45,584
but it might be
worth a try.

110
00:04:45,617 --> 00:04:47,453
I think there's a copy in
the library filed under

111
00:04:47,486 --> 00:04:48,688
Discontinued But Still
Potentially Useful

112
00:04:48,721 --> 00:04:50,723
Ancient Texts.

113
00:04:50,756 --> 00:04:52,558
Unless I put it under
Hokum With A Slight Chance

114
00:04:52,591 --> 00:04:53,593
of Practical Applications.

115
00:04:55,361 --> 00:04:57,630
I guess this flower is
the most interesting thing

116
00:04:57,663 --> 00:04:59,665
we're gonna see today.

117
00:04:59,698 --> 00:05:02,034
Unless you count watching
Twilight struggle to remember

118
00:05:02,067 --> 00:05:04,603
how she organizes her books.

119
00:05:04,636 --> 00:05:08,741
I bet every pony in Equestria
is in Appleoosa right now.

120
00:05:08,774 --> 00:05:10,810
Every pony but us.

121
00:05:12,478 --> 00:05:14,414
I wish we didn't have
to wait to grow up.

122
00:05:15,881 --> 00:05:17,983
I wish it would
happen all at once.

123
00:05:18,016 --> 00:05:20,619
Then we'd know everything
we'd need to get to the fair

124
00:05:20,652 --> 00:05:23,422
and back with no problem.

125
00:05:23,455 --> 00:05:26,559
I just wish we were
as old as our sisters.

126
00:05:26,592 --> 00:05:28,694
Then nopony could
tell us what to do,

127
00:05:28,727 --> 00:05:30,529
and we'd be able to
take care of ourselves.

128
00:05:30,562 --> 00:05:32,131
<i> ♪ [chimes] ♪</i>

129
00:05:32,164 --> 00:05:35,468
Hey, Sweetie Belle, why's
your face all lit up?

130
00:05:35,501 --> 00:05:37,937
[zapping]

131
00:05:37,970 --> 00:05:42,675
♪♪

132
00:05:42,708 --> 00:05:45,044
[frightened whimpers]

133
00:05:45,077 --> 00:05:47,113
♪♪

134
00:05:47,146 --> 00:05:48,581
[whoosh]

135
00:05:52,518 --> 00:05:57,723
[groaning]

136
00:05:57,756 --> 00:05:59,725
[gasps]

137
00:05:59,758 --> 00:06:05,831
<i> ♪ [dramatic music] ♪</i>

138
00:06:05,864 --> 00:06:07,032
[shattering glass]

139
00:06:07,065 --> 00:06:08,434
[gasps]

140
00:06:08,467 --> 00:06:10,069
Do you know what this means?

141
00:06:10,102 --> 00:06:11,804
WE CAN GO TO THE FAIR!

142
00:06:13,138 --> 00:06:14,640
[giggles]

143
00:06:19,478 --> 00:06:23,516
[laughter]

144
00:06:23,549 --> 00:06:25,117
I hope you brought
the tickets.

145
00:06:25,150 --> 00:06:27,453
We've gotta hurry if we're
going to make the train.

146
00:06:27,486 --> 00:06:28,554
I think we'll be fine.

147
00:06:28,587 --> 00:06:29,789
Check out how
fast we're going!

148
00:06:31,523 --> 00:06:33,058
Grownup legs are strong!

149
00:06:33,091 --> 00:06:34,060
You're not kidding.

150
00:06:35,594 --> 00:06:37,863
I don't know how much of
this my scooter can take!

151
00:06:37,896 --> 00:06:39,865
[squeal]

152
00:06:39,898 --> 00:06:43,202
And nopony yelled at us
to slow down even once!

153
00:06:43,235 --> 00:06:44,937
Being a grownup is great!

154
00:06:52,110 --> 00:06:53,546
[panting]

155
00:06:55,547 --> 00:06:56,682
[train whistle blows]

156
00:06:56,715 --> 00:06:57,850
[train starts chugging]

157
00:06:57,883 --> 00:06:59,185
[sighs]

158
00:06:59,218 --> 00:07:00,453
We made it!

159
00:07:00,486 --> 00:07:01,954
Of course, we did.

160
00:07:01,987 --> 00:07:05,524
We're grownup ponies
now. We can do anything!

161
00:07:05,557 --> 00:07:07,693
And all those worries
Twilight and the others had

162
00:07:07,726 --> 00:07:10,863
don't apply anymore
because we're big.

163
00:07:10,896 --> 00:07:14,033
And being big is all it takes!

164
00:07:14,066 --> 00:07:17,636
<i> ♪ Woke up this morning
 feeling tired and small ♪</i>

165
00:07:17,669 --> 00:07:21,607
<i> ♪ But look at us now! We
 must be ninety feet tall. ♪</i>

166
00:07:21,640 --> 00:07:24,910
<i> ♪ Don't have to worry
 'bout making mistakes ♪</i>

167
00:07:24,943 --> 00:07:29,715
<i> ♪ because being big
 is all it takes! ♪</i>

168
00:07:29,748 --> 00:07:32,751
<i> ♪ A tiny twist of fate
 brought on this big change. ♪</i>

169
00:07:32,784 --> 00:07:34,720
<i> ♪ Give me room, gotta zoom! ♪</i>

170
00:07:34,753 --> 00:07:36,922
<i> ♪ I've got plans to arrange ♪</i>

171
00:07:36,955 --> 00:07:40,793
<i> ♪ Can do what I want, be
 it run, trot, or traipse, ♪</i>

172
00:07:40,826 --> 00:07:44,497
<i> ♪ 'cause being big
 is all it takes. ♪</i>

173
00:07:44,530 --> 00:07:48,667
<i> ♪ Being big isn't
 just a size. ♪</i>

174
00:07:48,700 --> 00:07:52,037
<i> ♪ At bedtime we don't even
 have to close our eyes. ♪</i>

175
00:07:52,070 --> 00:07:56,175
<i> ♪ We're in control now,
 for goodness sake ♪</i>

176
00:07:56,208 --> 00:08:00,279
<i> ♪ 'cause being big
 is all it takes! ♪</i>

177
00:08:00,312 --> 00:08:03,716
<i> ♪ Leaving behind the
 little pony you've known, ♪</i>

178
00:08:03,749 --> 00:08:07,853
<i> ♪ steppin' out, growin' up,
 makin' moves of my own. ♪</i>

179
00:08:07,886 --> 00:08:09,522
<i> ♪ You can't tell me no. ♪</i>

180
00:08:09,555 --> 00:08:11,824
<i>♪ There's no place I can't go: ♪</i>

181
00:08:11,857 --> 00:08:15,728
<i> ♪ mountains, cities,
 jungles, or lakes, ♪</i>

182
00:08:15,761 --> 00:08:19,131
<i> ♪ 'cause being big
 is all it takes. ♪</i>

183
00:08:19,164 --> 00:08:23,302
<i>♪ Being big isn't just a size ♪</i>

184
00:08:23,335 --> 00:08:26,872
<i> ♪ We'll tell you our opinion
 'cause we're oh so wise ♪</i>

185
00:08:26,905 --> 00:08:31,043
<i> ♪ We're in control now,
 for goodness sake ♪</i>

186
00:08:31,076 --> 00:08:34,914
<i> ♪ 'cause being big
 is all it takes! ♪</i>

187
00:08:34,947 --> 00:08:38,784
<i>♪ I can eat all the snacks cause
 that's for me to decide. ♪</i>

188
00:08:38,817 --> 00:08:42,855
<i> ♪ We know how it all works,
 even what we ain't tried! ♪</i>

189
00:08:42,888 --> 00:08:46,125
<i> ♪ Facts don't matter now
 cause it's not what we know ♪</i>

190
00:08:46,158 --> 00:08:48,727
<i> ♪ We can win any
 argument with ♪</i>

191
00:08:48,760 --> 00:08:50,996
<i> ♪ "Because I say so!" ♪</i>

192
00:08:51,029 --> 00:08:53,966
<i> ♪ Can't stop us now, don't
 try to stand in our way! ♪</i>

193
00:08:53,999 --> 00:08:55,801
<i> ♪ We're awake, gonna take ♪</i>

194
00:08:55,834 --> 00:08:58,170
<i> ♪ All we can from today ♪</i>

195
00:08:58,203 --> 00:09:02,041
<i> ♪ Once we had to listen now
 you'll hear what we say ♪</i>

196
00:09:02,074 --> 00:09:05,978
<i> ♪ Everything is always OK! ♪</i>

197
00:09:06,011 --> 00:09:12,552
<i> ♪ Cause being big is all
 it takes! All it takes! ♪</i>

198
00:09:14,319 --> 00:09:17,223
[chugging]

199
00:09:21,960 --> 00:09:24,063
I think I ate
too many snacks.

200
00:09:24,096 --> 00:09:27,633
Uh, this doesn't
look like Appleoosa.

201
00:09:27,666 --> 00:09:29,702
[nasty gravelly voice]
That's because it isn't.

202
00:09:29,735 --> 00:09:32,204
<i> ♪ [eerie music] ♪</i>

203
00:09:32,237 --> 00:09:35,341
You all heard that, right?

204
00:09:35,374 --> 00:09:40,079
Uh... Hello? Do you think
we got on the wrong train?

205
00:09:40,112 --> 00:09:42,915
I thought trains just took
you where you wanted to go.

206
00:09:42,948 --> 00:09:44,116
[mean laughter]

207
00:09:44,149 --> 00:09:45,951
[scream]

208
00:09:45,984 --> 00:09:50,389
Sorry. I don't mean to laugh,

209
00:09:50,422 --> 00:09:53,959
but you three must
not travel much.

210
00:09:53,992 --> 00:09:56,862
This is Hayseed Junction.

211
00:09:56,895 --> 00:10:01,166
The train to Appleoosa
isn't for a few hours.

212
00:10:01,199 --> 00:10:05,738
Or, you could
set off on hoof.

213
00:10:05,771 --> 00:10:09,241
It's treacherous
and confusing,

214
00:10:09,274 --> 00:10:13,812
unfit for the
young or timid.

215
00:10:13,845 --> 00:10:16,115
But you three are
grownups. You'll be fine.

216
00:10:16,148 --> 00:10:17,983
I'll write down
some directions.

217
00:10:18,016 --> 00:10:20,352
[door opens and closes]

218
00:10:20,385 --> 00:10:22,221
Maybe we should
wait for the train.

219
00:10:22,254 --> 00:10:23,789
And miss the fair?

220
00:10:23,822 --> 00:10:25,958
We already ended up
in the wrong place,

221
00:10:25,991 --> 00:10:28,027
which is exactly what
we were warned about.

222
00:10:28,060 --> 00:10:30,029
And what if we can't
follow the directions?

223
00:10:34,733 --> 00:10:37,970
Come on. We didn't come
all this way for nothing.

224
00:10:38,003 --> 00:10:40,939
Besides, I've been through
a swamp as a young pony.

225
00:10:40,972 --> 00:10:42,875
As a grownup, it'll be a snap.

226
00:10:42,908 --> 00:10:45,310
Grownups always
know the way!

227
00:10:45,343 --> 00:10:47,880
Because being big
is all it takes!

228
00:10:47,913 --> 00:10:49,748
[nasty laughter]

229
00:10:49,781 --> 00:10:52,084
[hacking cough]

230
00:10:54,753 --> 00:10:57,089
Sorry. I've got kind
of a throat thing.

231
00:11:01,359 --> 00:11:06,999
<i> ♪ [rhythmic piano] ♪</i>

232
00:11:07,032 --> 00:11:13,739
♪♪

233
00:11:13,772 --> 00:11:14,940
[splash]

234
00:11:14,973 --> 00:11:16,709
[snarl]

235
00:11:16,742 --> 00:11:17,376
[squeal]

236
00:11:17,409 --> 00:11:18,243
[splash]

237
00:11:18,276 --> 00:11:21,280
♪♪

238
00:11:28,086 --> 00:11:30,156
[gurgling]

239
00:11:36,294 --> 00:11:39,164
Sweetie Belle, are you
sure this is the right way?

240
00:11:39,197 --> 00:11:42,935
<i> ♪ [scary music] ♪</i>

241
00:11:42,968 --> 00:11:43,969
Sweetie Belle?

242
00:11:45,437 --> 00:11:46,271
Scootaloo?

243
00:11:46,304 --> 00:11:47,139
[scream]

244
00:11:47,172 --> 00:11:48,006
[thud]

245
00:11:48,039 --> 00:11:48,908
Don't do that!

246
00:11:49,541 --> 00:11:50,743
Apple Bloom: Girls?

247
00:11:53,945 --> 00:11:54,780
[snap]

248
00:11:54,813 --> 00:11:55,714
[thud]

249
00:11:55,748 --> 00:11:58,417
Maybe we should head
back to the station.

250
00:11:58,450 --> 00:12:01,353
I'm not sure we can.
I think we're lost.

251
00:12:01,386 --> 00:12:04,957
Just like Twilight
and the others said!

252
00:12:04,990 --> 00:12:08,928
Well, where were you when I was
feeding and caring for him?

253
00:12:10,562 --> 00:12:13,733
AHHH! Wild swamp ponies!

254
00:12:17,235 --> 00:12:20,773
We're not wild swamp ponies,
we're just grownups.

255
00:12:20,806 --> 00:12:22,875
And we are
definitely not lost.

256
00:12:24,576 --> 00:12:27,312
OK. But that swamp
is pretty confusing

257
00:12:27,345 --> 00:12:29,148
if you're not from
around here.

258
00:12:29,181 --> 00:12:32,117
I'm Spur and this is Biscuit.

259
00:12:32,150 --> 00:12:36,088
I'm Apple Bloom, nice to meet
you, but we're not confused.

260
00:12:36,121 --> 00:12:40,159
We're just... exploring
new ways to Appleoosa.

261
00:12:40,192 --> 00:12:41,960
Hey, that's where
we're going!

262
00:12:41,993 --> 00:12:44,396
No. It isn't.

263
00:12:44,429 --> 00:12:46,198
Uh, which is it?

264
00:12:46,231 --> 00:12:48,200
Biscuit thinks he can
just take Bloofy, here,

265
00:12:48,233 --> 00:12:49,335
to the fair.

266
00:12:50,502 --> 00:12:54,239
Why not? It's just up the
road and Bloofy's my pet too.

267
00:12:54,272 --> 00:12:57,543
Since when? Bloofy's
never even seen a crowd,

268
00:12:57,576 --> 00:13:00,813
which you'd know if you
ever took care of him.

269
00:13:00,846 --> 00:13:02,381
Did you ever think
meeting all those ponies

270
00:13:02,414 --> 00:13:04,416
might be good for him?

271
00:13:04,449 --> 00:13:07,386
[chittering]

272
00:13:07,419 --> 00:13:09,855
He seems OK meeting us.

273
00:13:09,888 --> 00:13:12,925
See? They're grownups
and they get it.

274
00:13:12,958 --> 00:13:15,494
Bloofy should totally come
to the fair with me, right?

275
00:13:15,527 --> 00:13:18,530
Y'all don't really
think that, do ya?

276
00:13:18,563 --> 00:13:22,368
Um. Hold on, us
grownups need to confer.

277
00:13:24,102 --> 00:13:25,537
What do you girls think?

278
00:13:25,570 --> 00:13:28,207
If they go to the
fair, we can tag along!

279
00:13:28,240 --> 00:13:30,509
And Spur probably
should share Bloofy.

280
00:13:30,542 --> 00:13:33,112
I mean, that's something a
grownup would say, right?

281
00:13:34,980 --> 00:13:38,917
As grownup ponies, we think
you should share Bloofy

282
00:13:38,950 --> 00:13:41,954
and let Biscuit take
him to the fair.

283
00:13:41,987 --> 00:13:44,089
That is some quality
grownup advice!

284
00:13:47,158 --> 00:13:50,195
But Bloofy's never been around
anything that exciting.

285
00:13:50,228 --> 00:13:52,331
What if something
goes wrong?

286
00:13:52,364 --> 00:13:54,099
We're headed to
the fair too.

287
00:13:54,132 --> 00:13:56,001
Since we're such
great advice givers,

288
00:13:56,034 --> 00:13:58,103
feel free to ask
us for more.

289
00:13:58,136 --> 00:14:02,341
♪♪

290
00:14:02,374 --> 00:14:06,178
[crowd chattering]

291
00:14:06,211 --> 00:14:09,215
♪♪

292
00:14:15,487 --> 00:14:16,321
[splash]

293
00:14:16,354 --> 00:14:18,523
[laughter]

294
00:14:18,556 --> 00:14:21,627
Oh! Ho ho! It's everything
I thought it'd be!

295
00:14:21,660 --> 00:14:25,197
[frantic squawks]

296
00:14:25,230 --> 00:14:27,966
Well, my goodness, what
an interesting critter!

297
00:14:27,999 --> 00:14:30,435
You should enter him
in the animal showcase.

298
00:14:30,468 --> 00:14:33,472
You'd be sure to win most
interesting creature!

299
00:14:33,505 --> 00:14:37,109
Animals showcase? That's
exactly what we should do!

300
00:14:37,142 --> 00:14:41,180
That seems like a bad idea.
What do you grownups think?

301
00:14:43,481 --> 00:14:45,517
[laughter]

302
00:14:45,550 --> 00:14:48,387
<i> ♪ [upbeat music] ♪</i>

303
00:14:48,420 --> 00:14:49,254
[whack]

304
00:14:49,287 --> 00:14:50,222
[ding]

305
00:14:50,255 --> 00:14:51,623
[cheers]

306
00:14:51,656 --> 00:14:53,926
♪♪

307
00:14:53,959 --> 00:14:54,927
[laughter]

308
00:14:56,127 --> 00:14:57,362
[galloping hooves]

309
00:14:57,395 --> 00:15:00,399
♪♪

310
00:15:06,171 --> 00:15:08,340
Whoo hoo!

311
00:15:14,412 --> 00:15:16,982
What happened to being
able to ask your advice?

312
00:15:17,015 --> 00:15:19,518
You ran off the
second we got here!

313
00:15:19,551 --> 00:15:21,353
[gulp]

314
00:15:21,386 --> 00:15:23,322
Where's Biscuit
and Bloofy?

315
00:15:23,355 --> 00:15:25,524
That's why I came
to find you.

316
00:15:27,058 --> 00:15:33,432
<i> ♪ [fanfare] ♪</i>

317
00:15:33,465 --> 00:15:36,268
Spur: It's one thing to
bring Bloofy to the fair,

318
00:15:36,301 --> 00:15:39,137
but it's another to
stick him in a showcase.

319
00:15:39,170 --> 00:15:40,572
What's the big deal?

320
00:15:40,605 --> 00:15:42,641
You're supposed
to be sharing him.

321
00:15:42,674 --> 00:15:45,610
Yeah, I'm with Biscuit. The
showcase looks like fun.

322
00:15:45,643 --> 00:15:47,379
Sorry if I think
taking care of Bloofy

323
00:15:47,412 --> 00:15:49,381
is more important
than having fun.

324
00:15:49,414 --> 00:15:51,149
[squawking]

325
00:15:51,182 --> 00:15:52,517
Bloofy's just excited.

326
00:15:52,550 --> 00:15:55,087
He probably just
wants to get out.

327
00:15:55,120 --> 00:15:59,124
<i> ♪ [delicate music] ♪</i>

328
00:15:59,157 --> 00:16:03,695
♪♪

329
00:16:03,728 --> 00:16:06,398
Are you sure you're not just
upset you have to share him?

330
00:16:06,431 --> 00:16:08,433
What if you took
a little break?

331
00:16:08,466 --> 00:16:10,635
You mean, like, leave?

332
00:16:10,668 --> 00:16:14,106
If sharing him is too hard,
that might be the best thing.

333
00:16:14,139 --> 00:16:16,075
Take our word for
it. We are grownups.

334
00:16:20,178 --> 00:16:22,214
I don't know what
Spur's so worried about;

335
00:16:22,247 --> 00:16:24,149
Bloofy and Biscuit
are having fun.

336
00:16:24,182 --> 00:16:26,451
Yeah. What could
go wrong?

337
00:16:26,484 --> 00:16:30,489
♪♪

338
00:16:30,522 --> 00:16:32,524
[crowds cheering]

339
00:16:41,266 --> 00:16:48,073
<i> ♪ [dramatic music] ♪</i>

340
00:16:48,106 --> 00:16:50,209
Me and my big grownup mouth.

341
00:16:54,579 --> 00:16:56,648
[frightened squeals]

342
00:16:56,681 --> 00:16:59,751
<i> ♪ [tense music] ♪</i>

343
00:16:59,784 --> 00:17:03,422
♪♪

344
00:17:03,455 --> 00:17:05,390
Do you think this
qualifies as getting into

345
00:17:05,423 --> 00:17:08,493
a dangerous situation with
no grown pony to help us?

346
00:17:08,526 --> 00:17:10,228
[animal noises]

347
00:17:10,261 --> 00:17:13,198
I think we're the grown ponies
that need to be helping today!

348
00:17:13,231 --> 00:17:17,135
♪♪

349
00:17:17,168 --> 00:17:20,505
BLOOFY! TREATS, TREATS,
TREATS! Who wants a treat?

350
00:17:20,538 --> 00:17:23,542
♪♪

351
00:17:31,483 --> 00:17:32,484
What do we do now?

352
00:17:34,686 --> 00:17:35,654
RUN!

353
00:17:35,687 --> 00:17:38,857
♪♪

354
00:17:38,890 --> 00:17:40,559
[train whistle]

355
00:17:40,592 --> 00:17:43,095
I hope you're right about
the girls coming here.

356
00:17:43,128 --> 00:17:44,763
Well, once we read Shadetail
Evergreen's warning

357
00:17:44,796 --> 00:17:47,265
that the flower grants
wishes, it wasn't a stretch

358
00:17:47,298 --> 00:17:49,434
to think they wished
themselves to the fair.

359
00:17:49,467 --> 00:17:50,502
It's all they were
talking about.

360
00:17:52,303 --> 00:17:55,240
Or maybe since we told them
they were too young to come,

361
00:17:55,273 --> 00:17:57,375
they wished to become
grownups, then came here

362
00:17:57,408 --> 00:17:58,777
and caused some
kind of trouble

363
00:17:58,810 --> 00:18:00,479
that led to a
town-wide panic.

364
00:18:01,913 --> 00:18:04,549
[distant screaming]

365
00:18:04,582 --> 00:18:06,218
Yeah. Or that.

366
00:18:06,251 --> 00:18:08,587
Twilight! Fluttershy!
Oh, thank goodness!

367
00:18:08,620 --> 00:18:10,222
I know you're not
gonna believe it,

368
00:18:10,255 --> 00:18:12,190
but it's me, Apple Bloom.

369
00:18:12,223 --> 00:18:15,160
And I'm Scootaloo. We kinda
got turned into grownups!

370
00:18:15,193 --> 00:18:16,862
And we thought we could
take the train here,

371
00:18:16,895 --> 00:18:19,297
since we were old enough, but
we ended up in the wrong place,

372
00:18:19,330 --> 00:18:20,465
just like you said we would.

373
00:18:20,498 --> 00:18:21,533
And got lost.

374
00:18:21,566 --> 00:18:22,868
Just like you said we would.

375
00:18:22,901 --> 00:18:25,170
Then we met these foals
who led us to the fair

376
00:18:25,203 --> 00:18:26,805
and we tried to give them
some grownup-style advice,

377
00:18:26,838 --> 00:18:28,406
but it turned their
pet into a tornado

378
00:18:28,439 --> 00:18:29,842
that might destroy
the whole town.

379
00:18:35,547 --> 00:18:38,750
Goodness. A Whirling Mungtooth.

380
00:18:38,783 --> 00:18:41,520
They are very rare, and just
the cutest little things

381
00:18:41,553 --> 00:18:43,221
when they're not excited.

382
00:18:43,254 --> 00:18:44,322
[crash]

383
00:18:44,355 --> 00:18:45,224
This one's excited.

384
00:18:46,357 --> 00:18:48,226
How do we calm him down?

385
00:18:48,259 --> 00:18:50,729
When they're young, a
Mungtooth forms a tight bond

386
00:18:50,762 --> 00:18:51,930
with its caretaker.

387
00:18:51,963 --> 00:18:54,633
They're the only ones who can
get them to stop spinning.

388
00:18:56,568 --> 00:18:58,670
Spur's the one who really
took care of Bloofy.

389
00:18:58,703 --> 00:19:00,539
We have to find her.

390
00:19:00,572 --> 00:19:01,940
You all go look
for Spur.

391
00:19:01,973 --> 00:19:03,408
Fluttershy and I
will do our best

392
00:19:03,441 --> 00:19:04,743
to keep everypony
here safe.

393
00:19:04,776 --> 00:19:06,778
♪♪

394
00:19:14,953 --> 00:19:16,355
That's Bloofy?

395
00:19:17,855 --> 00:19:20,192
I'm so sorry, Spur.

396
00:19:20,225 --> 00:19:22,227
You knew what was best
for him all along.

397
00:19:22,260 --> 00:19:23,962
And even though we
seem like grownups,

398
00:19:23,995 --> 00:19:26,598
you were way more
responsible than us.

399
00:19:26,631 --> 00:19:29,601
What do you mean
"seem" like grownups?

400
00:19:29,634 --> 00:19:31,670
Uh, we don't have
time to explain.

401
00:19:31,703 --> 00:19:33,471
Right now, we have
to stop this

402
00:19:33,504 --> 00:19:35,373
and you're the only
one who can do it.

403
00:19:35,406 --> 00:19:36,875
How?

404
00:19:36,908 --> 00:19:39,811
I'll show you. He mostly
just needs to see you.

405
00:19:41,980 --> 00:19:46,885
Hey, there Bloofy-boo.
It's OK.

406
00:19:50,622 --> 00:19:53,792
[squeaks]

407
00:19:53,825 --> 00:19:57,629
♪♪

408
00:19:57,662 --> 00:19:59,864
How did you know
what to do?

409
00:19:59,897 --> 00:20:02,601
After years of
experience with animals,

410
00:20:02,634 --> 00:20:03,835
I've picked up
a few things.

411
00:20:07,305 --> 00:20:09,341
Well, one thing's
for sure.

412
00:20:09,374 --> 00:20:10,742
Bloofy definitely earned

413
00:20:10,775 --> 00:20:13,011
the most interesting
creature prize.

414
00:20:13,044 --> 00:20:15,280
I'm sorry I didn't
listen to you.

415
00:20:15,313 --> 00:20:17,616
We all are.

416
00:20:17,649 --> 00:20:20,252
I guess grownups
aren't always perfect.

417
00:20:20,285 --> 00:20:22,387
They sure aren't.
But young foals

418
00:20:22,420 --> 00:20:24,956
pretending to be grownups
are even less so.

419
00:20:24,989 --> 00:20:26,325
What do you mean?

420
00:20:27,592 --> 00:20:29,594
There's only one petal left,

421
00:20:29,627 --> 00:20:32,030
but I think the three of
you know what to wish for

422
00:20:32,063 --> 00:20:33,966
and I'm pretty sure
Starswirl won't mind.

423
00:20:36,768 --> 00:20:38,403
We wish we were foals again.

424
00:20:38,436 --> 00:20:39,938
[whoosh]

425
00:20:39,971 --> 00:20:43,575
[zapping]

426
00:20:48,980 --> 00:20:52,484
Hold on. You three are
actually younger than us?

427
00:20:52,517 --> 00:20:54,486
The flower turned
us into grownups,

428
00:20:54,519 --> 00:20:56,621
so we figured we could
do whatever we wanted,

429
00:20:56,654 --> 00:20:59,024
but I guess that's
not exactly true.

430
00:20:59,057 --> 00:21:02,294
We did everything real
grownups told us not to

431
00:21:02,327 --> 00:21:03,995
and caused all
kinds of trouble.

432
00:21:04,028 --> 00:21:06,064
And things could have
been a lot worse.

433
00:21:06,097 --> 00:21:08,700
I guess we were
pretty selfish.

434
00:21:08,733 --> 00:21:10,502
I'm glad you
learned something.

435
00:21:10,535 --> 00:21:12,337
That's what growing up is,

436
00:21:12,370 --> 00:21:15,440
which is why you probably
shouldn't skip any of it.

437
00:21:15,473 --> 00:21:17,842
I know we didn't make
the best impression,

438
00:21:17,875 --> 00:21:20,612
but we sure would like to
visit you and Bloofy someday.

439
00:21:22,113 --> 00:21:25,550
I guess that'd be
OK, on one condition:

440
00:21:25,583 --> 00:21:28,353
You get a real
grownup to bring you.

441
00:21:28,386 --> 00:21:29,487
DEAL!

442
00:21:29,520 --> 00:21:31,556
[laughter]

