1
00:00:01,801 --> 00:00:07,073
♪♪

2
00:00:07,140 --> 00:00:08,074
<i> (frustrated growl)</i>

3
00:00:08,875 --> 00:00:09,476
<i> (smack)</i>

4
00:00:10,877 --> 00:00:12,178
What's wrong, Twilight?

5
00:00:12,245 --> 00:00:13,480
<i> (sigh)</i>

6
00:00:13,546 --> 00:00:14,814
I've gone through every
book in Ponyville, Spike,

7
00:00:14,881 --> 00:00:17,316
and there isn't a single mention
of the mysterious chest

8
00:00:17,383 --> 00:00:19,151
that came from the
Tree of Harmony.

9
00:00:19,218 --> 00:00:21,520
Nor anything about
keys to unlock it.

10
00:00:21,587 --> 00:00:25,524
But something tells me that
opening it is pretty important.

11
00:00:25,591 --> 00:00:28,094
I hope Princess
Celestia has some ideas.

12
00:00:28,161 --> 00:00:30,196
If the Library in Canterlot
doesn't have anything,

13
00:00:30,263 --> 00:00:32,131
I don't know where
else to look.

14
00:00:32,198 --> 00:00:32,665
Ahhhh!

15
00:00:32,732 --> 00:00:33,533
<i> (crash)</i>

16
00:00:34,667 --> 00:00:36,068
<i> (blah)</i>

17
00:00:36,135 --> 00:00:38,871
My dearest Twilight, while it
would be perfectly lovely

18
00:00:38,938 --> 00:00:41,107
to have you in
Canterlot once more,

19
00:00:41,174 --> 00:00:42,475
I have another
option in mind

20
00:00:42,542 --> 00:00:44,743
much closer to Ponyville...

21
00:00:44,810 --> 00:00:46,779
<i> CELESTIA: As you know,
 the ancient Castle</i>

22
00:00:46,846 --> 00:00:48,881
<i> that I once shared
 with Princess Luna</i>

23
00:00:48,948 --> 00:00:52,885
<i> lies mostly in ruins deep
 in the Everfree Forest.</i>

24
00:00:52,952 --> 00:00:55,621
<i> But if you look carefully,
 you may find a book</i>

25
00:00:55,688 --> 00:00:57,723
<i> that could prove helpful
 to your research</i>

26
00:00:57,790 --> 00:01:01,061
<i> hidden somewhere in what's
 left of the Castle library.</i>

27
00:01:02,895 --> 00:01:04,397
<i> (gasp)</i>

28
00:01:06,532 --> 00:01:09,401
Wow! Look at all
these ancient books.

29
00:01:09,468 --> 00:01:11,804
It's a veritable gold
mine of information.

30
00:01:11,871 --> 00:01:14,773
I can't believe
it! Woo-hoo!

31
00:01:14,840 --> 00:01:15,908
Whoa!

32
00:01:15,975 --> 00:01:17,143
<i> (crash)</i>

33
00:01:18,778 --> 00:01:19,679
Gah!

34
00:01:20,880 --> 00:01:25,317
Heh, heh. So, Twilight.
Uh, ready to head home?

35
00:01:25,384 --> 00:01:26,652
Are you kidding?

36
00:01:26,719 --> 00:01:28,388
This place is PERFECT!

37
00:01:29,622 --> 00:01:33,093
<i> (chattering)</i>

38
00:01:36,762 --> 00:01:40,432
<i> ♪ My Little Pony,
 My Little Pony ♪</i>

39
00:01:40,499 --> 00:01:41,901
<i> ♪ Aaaaahhh! ♪</i>

40
00:01:41,968 --> 00:01:42,769
<i> ♪ (upbeat) ♪</i>

41
00:01:42,836 --> 00:01:44,204
<i> ♪ My Little Pony ♪</i>

42
00:01:44,270 --> 00:01:46,772
<i> ♪ I used to wonder what
 friendship could be ♪</i>

43
00:01:46,839 --> 00:01:48,741
<i> ♪ My Little Pony ♪</i>

44
00:01:48,808 --> 00:01:50,910
<i> ♪ Until you all shared
 its magic with me ♪</i>

45
00:01:50,977 --> 00:01:52,244
<i> ♪ Big adventure ♪</i>

46
00:01:52,311 --> 00:01:53,179
<i> ♪ Tons of fun. ♪</i>

47
00:01:53,245 --> 00:01:54,079
<i> ♪ A beautiful heart ♪</i>

48
00:01:54,146 --> 00:01:54,980
<i> ♪ faithful and strong ♪</i>

49
00:01:55,047 --> 00:01:55,915
<i> ♪ Sharing kindness ♪</i>

50
00:01:55,981 --> 00:01:58,284
<i> ♪ it's an easy feat ♪</i>

51
00:01:58,350 --> 00:01:59,185
<i> ♪ And magic makes it
 all complete ♪</i>

52
00:01:59,251 --> 00:02:01,654
<i> ♪ My Little Ponies ♪</i>

53
00:02:01,721 --> 00:02:04,490
<i> ♪ Do you know you're all
 my very best friends? ♪</i>

54
00:02:04,557 --> 00:02:08,695
♪♪

55
00:02:16,269 --> 00:02:17,470
<i> (buzzing)</i>

56
00:02:17,537 --> 00:02:19,939
RAINBOW DASH: I'm not
gonna move. You move.

57
00:02:20,006 --> 00:02:24,243
APPLEJACK: Uh-uh. There's
no way I'm moving.

58
00:02:24,310 --> 00:02:26,712
This is the most daring
dare any pony ever dared

59
00:02:26,779 --> 00:02:28,547
dare another pony to dare.

60
00:02:28,614 --> 00:02:29,682
BOTH: Huh?

61
00:02:29,749 --> 00:02:30,916
It's exciting!

62
00:02:30,983 --> 00:02:35,287
<i> (buzzing)</i>

63
00:02:35,354 --> 00:02:36,655
What y'all doing?

64
00:02:36,722 --> 00:02:38,857
Rainbow Dash and Applejack are
competing for the title

65
00:02:38,924 --> 00:02:40,693
of Most Daring Pony.

66
00:02:40,760 --> 00:02:42,561
This is the final test.

67
00:02:42,628 --> 00:02:43,996
The Bee Stare.

68
00:02:44,063 --> 00:02:46,565
Last pony to blink wins.

69
00:02:46,632 --> 00:02:49,401
I'm gonna need my bees back.

70
00:02:49,468 --> 00:02:54,273
But then we'll never find out
who the Most Daring Pony is.

71
00:02:54,340 --> 00:02:55,674
Sorry about that.

72
00:02:55,741 --> 00:02:56,743
<i> (beckoning whistle)</i>

73
00:02:59,312 --> 00:03:01,013
Well, what do we do now?

74
00:03:01,080 --> 00:03:05,017
Don't worry ladies, I've been
keeping excellent score all day.

75
00:03:05,084 --> 00:03:08,787
Hmm. move the decimal,
carry the two, and ...

76
00:03:08,854 --> 00:03:09,888
Congratulations!

77
00:03:09,955 --> 00:03:11,357
You're tied!

78
00:03:11,424 --> 00:03:12,492
Tied?

79
00:03:12,558 --> 00:03:16,395
You can't be tied for
the Most Daring Pony.

80
00:03:16,462 --> 00:03:17,096
I don't know.

81
00:03:17,163 --> 00:03:18,631
Numbers don't lie.

82
00:03:22,635 --> 00:03:24,470
I'd love to stay and
keep keeping score,

83
00:03:24,537 --> 00:03:26,472
but I promised to help
test the new school bell.

84
00:03:26,539 --> 00:03:29,275
I get to ring it
all week non-stop.

85
00:03:29,342 --> 00:03:30,809
And I don't even
have to take turns

86
00:03:30,876 --> 00:03:32,311
because no one
else volunteered!

87
00:03:32,378 --> 00:03:33,846
<i> (giggle)</i>

88
00:03:33,913 --> 00:03:35,714
OK. No problem.

89
00:03:35,781 --> 00:03:38,384
We just have to come up
with another daring dare.

90
00:03:38,451 --> 00:03:39,385
Right.

91
00:03:44,690 --> 00:03:46,893
I think I might have an
idea of what we can do.

92
00:03:50,930 --> 00:03:53,999
Um... Rarity, don't you think
it's a little late in the day

93
00:03:54,066 --> 00:03:55,801
to be walking through
the forest?

94
00:03:55,868 --> 00:03:59,338
<i> It is Star Spider
 season, after all.</i>

95
00:03:59,405 --> 00:04:02,074
Though I'm sure you have
a very good reason...

96
00:04:02,141 --> 00:04:05,778
Simply the most important reason
I've ever had in my entire life.

97
00:04:05,845 --> 00:04:07,946
Oh. Well, then I'm
happy to help.

98
00:04:08,013 --> 00:04:09,348
What is it?

99
00:04:09,414 --> 00:04:12,318
I've heard rumors that the
Castle of the Two Sisters

100
00:04:12,385 --> 00:04:15,054
is filled with the most gorgeous
of ancient tapestries

101
00:04:15,121 --> 00:04:17,456
in all of Pony History.

102
00:04:17,523 --> 00:04:20,326
It pains me to think of those
magnificent creations

103
00:04:20,393 --> 00:04:24,396
rotting away in those old
ruins, totally unappreciated.

104
00:04:24,463 --> 00:04:26,398
I see.

105
00:04:26,465 --> 00:04:29,468
I require your help in
borrowing one or two

106
00:04:29,535 --> 00:04:31,770
to bring back to the boutique
where I can restore them.

107
00:04:31,837 --> 00:04:34,440
Maybe I'll even use the
patterns as the inspiration

108
00:04:34,507 --> 00:04:36,342
for a new line.

109
00:04:36,409 --> 00:04:37,943
That does sound...

110
00:04:38,010 --> 00:04:39,912
very important.

111
00:04:39,979 --> 00:04:42,514
Yes, well, maybe not the
most important thing

112
00:04:42,581 --> 00:04:45,351
in my entire life,

113
00:04:45,418 --> 00:04:47,586
but retro-ancient
classical will be all the rage

114
00:04:47,653 --> 00:04:49,955
next season, so it's
nothing to sneeze at.

115
00:04:50,022 --> 00:04:50,923
<i> (sneeze)</i>

116
00:04:53,025 --> 00:04:58,797
<i> ♪ (eerie) ♪</i>

117
00:04:58,864 --> 00:05:01,667
Um, are you sure you
need those tapestries?

118
00:05:01,734 --> 00:05:02,969
But, of course.

119
00:05:03,035 --> 00:05:06,839
Although, I must admit,
these ruins are a fright.

120
00:05:06,906 --> 00:05:09,708
Look at all the
dirt everywhere.

121
00:05:09,775 --> 00:05:10,710
Ew.

122
00:05:12,011 --> 00:05:13,346
(gasp) Angel!

123
00:05:17,983 --> 00:05:21,019
<i> ♪ (threatening) ♪</i>

124
00:05:21,086 --> 00:05:22,220
<i> RARITY: Goodness!</i>

125
00:05:22,287 --> 00:05:24,590
It's practically an
artistic treasure trove

126
00:05:24,657 --> 00:05:26,426
of ancient good taste.

127
00:05:28,661 --> 00:05:31,463
Angel, you really shouldn't
have run off like that.

128
00:05:31,530 --> 00:05:33,632
Ancient ruins are filled with
all sorts of things

129
00:05:33,699 --> 00:05:34,934
that can hurt you.

130
00:05:35,000 --> 00:05:37,569
You could stub your toe
or trip on a loose stone.

131
00:05:37,636 --> 00:05:39,105
You have to be careful.

132
00:05:44,877 --> 00:05:46,945
SPIKE: I don't think I'll need
all these candles, Twilight.

133
00:05:47,012 --> 00:05:48,814
I was really only
scared for a second.

134
00:05:48,881 --> 00:05:50,549
Oh, these aren't
for you, Spike.

135
00:05:50,616 --> 00:05:52,418
We're going to be studying
late into the night

136
00:05:52,485 --> 00:05:54,486
and we're going to need
all the light we can get.

137
00:05:54,553 --> 00:05:55,788
Oh. Great.

138
00:05:57,957 --> 00:06:00,526
APPLEJACK: Well? Here we are!

139
00:06:00,593 --> 00:06:03,495
What's so daring
about this place?

140
00:06:03,562 --> 00:06:05,831
This is where we got the
Elements of Harmony.

141
00:06:05,898 --> 00:06:08,600
When I was just a filly,
Grannie Smith told me

142
00:06:08,667 --> 00:06:10,202
of an ancient legend...

143
00:06:10,269 --> 00:06:12,604
When Nightmare
Moon was banished,

144
00:06:12,671 --> 00:06:16,074
not every last bit of her
dark magic went with her.

145
00:06:16,141 --> 00:06:20,479
<i> Grannie used to say when
 night falls on the Castle,</i>

146
00:06:20,546 --> 00:06:23,615
that magic takes the form of...

147
00:06:23,682 --> 00:06:26,718
THE PONY HOOF SHADOWS.

148
00:06:26,785 --> 00:06:28,720
You mean like a ghost?

149
00:06:28,787 --> 00:06:32,491
(ghostly voice)
No pony knows.

150
00:06:32,558 --> 00:06:33,459
Ugh!

151
00:06:34,226 --> 00:06:35,127
<i> (gasp)</i>

152
00:06:35,194 --> 00:06:37,529
This one is perfect!

153
00:06:37,596 --> 00:06:41,633
Well, it certainly could
use some restoration.

154
00:06:41,700 --> 00:06:42,834
Be a dear.

155
00:06:42,901 --> 00:06:44,537
Fly up there and lift
it off that hook.

156
00:06:47,139 --> 00:06:50,509
<i> (struggling whimpers)</i>

157
00:06:50,576 --> 00:06:52,078
Maybe from below?

158
00:06:55,080 --> 00:06:56,648
<i> (clatter)</i>

159
00:06:56,715 --> 00:06:57,850
<i> (rumble)</i>

160
00:06:57,917 --> 00:06:58,985
<i> (slam)</i>

161
00:07:00,786 --> 00:07:03,722
I don't see what's so
daring about an old legend.

162
00:07:03,789 --> 00:07:07,092
Plus, I don't
believe in ghosts.

163
00:07:07,159 --> 00:07:10,062
You might wanna re-think
your position on that.

164
00:07:10,129 --> 00:07:11,998
<i> (frightened screams)</i>

165
00:07:13,599 --> 00:07:14,633
<i> (screams)</i>

166
00:07:14,700 --> 00:07:15,701
<i> (thunderclap)</i>

167
00:07:16,635 --> 00:07:17,904
<i> (high-pitched screams)</i>

168
00:07:19,238 --> 00:07:20,239
<i> (high-pitched screams)</i>

169
00:07:20,306 --> 00:07:22,007
<i> (thunderclap)</i>

170
00:07:22,074 --> 00:07:23,575
You saw that, right?

171
00:07:23,642 --> 00:07:24,710
RUN!

172
00:07:26,045 --> 00:07:27,880
<i> (rumbling)</i>

173
00:07:27,947 --> 00:07:29,181
<i> (slam)</i>

174
00:07:29,248 --> 00:07:32,017
Ow, I think I hurt my wing.

175
00:07:32,084 --> 00:07:34,286
Oh, my dear, I
am so sorry.

176
00:07:34,353 --> 00:07:35,888
That tapestry is
far too heavy.

177
00:07:35,955 --> 00:07:37,856
We'll just have to
find a smaller one.

178
00:07:37,923 --> 00:07:39,992
Oh. Of course.

179
00:07:40,059 --> 00:07:42,094
Where, pray tell, did
you disappear to?

180
00:07:42,161 --> 00:07:43,795
What do you mean?

181
00:07:43,862 --> 00:07:45,597
While you were struggling
under that fabric,

182
00:07:45,664 --> 00:07:47,666
the entire wall
spun around.

183
00:07:47,733 --> 00:07:49,735
You must have activated
a secret door.

184
00:07:49,802 --> 00:07:52,004
Oh, I'm sorry.

185
00:07:52,071 --> 00:07:54,873
I suppose these ruins
are chock-full of them.

186
00:07:54,940 --> 00:07:55,941
Really?

187
00:07:56,008 --> 00:07:56,942
Absolutely.

188
00:07:57,009 --> 00:07:59,011
We must use the
utmost care as we...

189
00:07:59,078 --> 00:07:59,946
<i> (screams)</i>

190
00:08:01,814 --> 00:08:02,915
<i> (slam)</i>

191
00:08:04,083 --> 00:08:05,318
<i> (panting)</i>

192
00:08:05,384 --> 00:08:08,220
RAINBOW DASH: OK. So
maybe the legend is true.

193
00:08:08,287 --> 00:08:10,155
Well, that's why I
brought you here.

194
00:08:10,222 --> 00:08:12,558
I guess only the most
daring pony of all

195
00:08:12,625 --> 00:08:13,959
could stay in this
castle all night

196
00:08:14,026 --> 00:08:15,161
without
being scared off.

197
00:08:16,161 --> 00:08:17,896
<i> (skid)</i>

198
00:08:17,963 --> 00:08:18,964
Scared?

199
00:08:19,031 --> 00:08:20,265
I'm not scared.

200
00:08:20,332 --> 00:08:22,234
Well, me neither!

201
00:08:22,301 --> 00:08:23,702
Then it's settled.

202
00:08:23,769 --> 00:08:28,207
Whoever stays in the Castle the
longest is the Most Daring Pony.

203
00:08:29,775 --> 00:08:30,809
Deal!

204
00:08:30,876 --> 00:08:32,311
<i> (click)</i>

205
00:08:32,377 --> 00:08:35,080
But it's gonna take a lot more
than some shadowy ghost pony

206
00:08:35,147 --> 00:08:37,015
to get me to leave.

207
00:08:37,082 --> 00:08:38,518
Me, too.

208
00:08:46,659 --> 00:08:47,960
Find anything, Spike?

209
00:08:48,027 --> 00:08:48,961
<i> (thud)</i>

210
00:08:49,028 --> 00:08:50,195
Uh... Nope.

211
00:08:50,262 --> 00:08:51,531
Nothing yet.

212
00:08:52,698 --> 00:08:53,265
Aaaaaah!

213
00:08:53,332 --> 00:08:54,633
<i> (rumbling)</i>

214
00:08:54,700 --> 00:08:55,434
Angel?

215
00:08:55,501 --> 00:08:56,636
What are you doing here?

216
00:08:58,137 --> 00:08:59,639
<i> (whoosh)</i>

217
00:09:02,007 --> 00:09:03,042
<i> (gasp)</i>

218
00:09:07,980 --> 00:09:11,183
The Journal of the
Two Sisters.

219
00:09:11,250 --> 00:09:14,720
Maybe this is the book Princess
Celestia was talking about!

220
00:09:16,355 --> 00:09:19,791
I sure hope you're not afraid
of the dark, Applejack.

221
00:09:19,858 --> 00:09:22,828
I can't say that I am,
but even if I was,

222
00:09:22,895 --> 00:09:24,930
I'd be at least fifty percent
less scared of it

223
00:09:24,997 --> 00:09:26,699
than you, Rainbow Dash.

224
00:09:28,067 --> 00:09:30,102
I don't know how all
that math works because

225
00:09:30,169 --> 00:09:31,737
I'm not scared at all.

226
00:09:31,804 --> 00:09:32,805
Me neither.

227
00:09:34,106 --> 00:09:34,941
Huh?

228
00:09:36,975 --> 00:09:38,977
What's the matter?

229
00:09:39,044 --> 00:09:44,282
It's just a dark hallway full
of disembodied pony legs.

230
00:09:44,349 --> 00:09:47,787
Yeah. Nothing
creepy about that.

231
00:09:51,457 --> 00:09:53,759
<i> RARITY: I'm starting to
 wonder if maybe this castle</i>

232
00:09:53,826 --> 00:09:55,661
<i> doesn't want my expertise.</i>

233
00:09:57,062 --> 00:09:58,030
Oh, dear.

234
00:09:58,097 --> 00:09:59,131
Angel?

235
00:09:59,198 --> 00:10:00,999
Rarity, have you seen him?

236
00:10:01,066 --> 00:10:03,802
I'm not sure he made the
trip down with us, dear.

237
00:10:03,869 --> 00:10:04,936
Oh, goodness.

238
00:10:05,003 --> 00:10:06,037
We have to find him.

239
00:10:06,104 --> 00:10:08,306
An ancient castle is
no place for a bunny.

240
00:10:08,373 --> 00:10:10,108
He could get hit
by falling debris

241
00:10:10,175 --> 00:10:11,943
or the floor could
give out under him.

242
00:10:12,010 --> 00:10:16,148
Oh! He could be trapped in a
dark place with no way out.

243
00:10:16,215 --> 00:10:18,684
I can only imagine
how that might feel.

244
00:10:19,952 --> 00:10:21,086
Hmmm.

245
00:10:21,153 --> 00:10:25,357
<i> ♪ (ominous) ♪</i>

246
00:10:25,424 --> 00:10:29,394
Applejack, if you're scared,
you can just admit it.

247
00:10:29,461 --> 00:10:31,763
You don't need to put
your hoof around me.

248
00:10:31,830 --> 00:10:34,834
APPLEJACK: Uh... I'm over here.

249
00:10:38,103 --> 00:10:43,175
<i> (screams)</i>

250
00:10:43,242 --> 00:10:44,176
<i> (gasp)</i>

251
00:10:44,243 --> 00:10:46,111
Rarity, what is it?

252
00:10:46,178 --> 00:10:47,879
I felt something.

253
00:10:47,946 --> 00:10:49,347
ALIVE!

254
00:10:49,414 --> 00:10:50,783
Angel!

255
00:10:55,788 --> 00:10:56,355
<i> (whirring)</i>

256
00:10:57,756 --> 00:11:01,093
Well, tapestries or no, I have
had just about enough

257
00:11:01,160 --> 00:11:04,029
of secret passages,
mysterious presences

258
00:11:04,096 --> 00:11:05,831
and unappreciative castles.

259
00:11:07,866 --> 00:11:09,334
But we can't leave now.

260
00:11:09,401 --> 00:11:12,003
Not with Angel lost somewhere
in this dangerous old Castle.

261
00:11:12,070 --> 00:11:14,773
He could be trapped
under a crumbling statue

262
00:11:14,840 --> 00:11:18,343
or stuck high in a tower
without food or water

263
00:11:18,410 --> 00:11:20,979
(sobbing) or any friends at all!

264
00:11:21,046 --> 00:11:22,981
<i> (crunch)</i>

265
00:11:23,048 --> 00:11:25,250
Spike, you've got to hear this.

266
00:11:25,317 --> 00:11:27,486
I love to duck behind
the paintings

267
00:11:27,553 --> 00:11:28,521
and though the Hall of Hooves

268
00:11:28,587 --> 00:11:30,789
still gives her a
bit of a fright,

269
00:11:30,856 --> 00:11:33,792
the trap door slide
is Luna's favorite.

270
00:11:33,859 --> 00:11:36,294
Hall of Hooves?

271
00:11:36,361 --> 00:11:39,030
Soon the Organ to the
Outside will be finished.

272
00:11:39,097 --> 00:11:40,932
I can hardly wait.

273
00:11:40,999 --> 00:11:43,869
What's the Organ
to the Outside?

274
00:11:43,936 --> 00:11:45,404
I have no idea.

275
00:11:53,111 --> 00:11:55,781
<i> ♪ (blasting chord) ♪</i>

276
00:11:55,848 --> 00:11:57,415
<i> (skid)</i>

277
00:11:57,482 --> 00:11:58,718
Do you hear that?

278
00:12:00,019 --> 00:12:03,155
You mean the creepy sound
of a haunted pipe organ?

279
00:12:03,222 --> 00:12:05,423
Uh... Maybe.

280
00:12:05,490 --> 00:12:07,793
I don't know what
you're talking about.

281
00:12:07,860 --> 00:12:09,261
<i> ♪ (pipe organ chord) ♪</i>

282
00:12:12,264 --> 00:12:14,299
Uh, Twilight?

283
00:12:14,366 --> 00:12:15,934
Did you hear something?

284
00:12:16,001 --> 00:12:16,969
Oh, Spike.

285
00:12:17,035 --> 00:12:18,904
Quit being such
a scaredy dragon.

286
00:12:18,971 --> 00:12:20,906
This castle is
thousands of years old

287
00:12:20,973 --> 00:12:23,208
and half of it was destroyed
by Nightmare Moon.

288
00:12:23,275 --> 00:12:25,177
Of course it makes
strange sounds;

289
00:12:25,244 --> 00:12:26,845
it's practically
falling apart.

290
00:12:26,912 --> 00:12:28,446
<i> (clatter)</i>

291
00:12:28,513 --> 00:12:30,282
<i> (giggle)</i>

292
00:12:30,349 --> 00:12:31,817
OK.

293
00:12:33,285 --> 00:12:37,255
Angel? Angel?

294
00:12:37,322 --> 00:12:38,858
I'm sure we'll find him.

295
00:12:40,492 --> 00:12:41,359
Angel?

296
00:12:41,426 --> 00:12:43,929
<i> (Rarity shouts)</i>

297
00:12:44,997 --> 00:12:45,897
Did you find Angel?

298
00:12:45,964 --> 00:12:47,098
Is he OK?

299
00:12:47,165 --> 00:12:48,066
<i> (gasp)</i>

300
00:12:48,133 --> 00:12:50,468
They are perfect!

301
00:12:50,535 --> 00:12:53,138
No castle in its right mind
could possibly object

302
00:12:53,205 --> 00:12:55,841
to my restoring such
exquisite works of art.

303
00:12:55,908 --> 00:12:58,009
Oh, they're lovely, Rarity,

304
00:12:58,076 --> 00:13:00,879
but I have to keep
looking for Angel.

305
00:13:00,946 --> 00:13:04,149
I hope he doesn't think
I've given up on him.

306
00:13:04,216 --> 00:13:05,483
I'm right behind you.

307
00:13:05,550 --> 00:13:08,354
Won't be a moment...

308
00:13:13,158 --> 00:13:15,193
APPLEJACK: Do you think there's
a single room in this Castle

309
00:13:15,260 --> 00:13:17,496
that isn't filled with
terrifying things?

310
00:13:20,365 --> 00:13:21,366
Whoa!

311
00:13:21,433 --> 00:13:23,034
Heh heh.

312
00:13:23,101 --> 00:13:24,936
It's just old pony armor.

313
00:13:25,003 --> 00:13:26,037
What's the big deal?

314
00:13:26,104 --> 00:13:27,372
Yeah.

315
00:13:27,439 --> 00:13:29,541
It's not like it's going
to come to life or anything.

316
00:13:29,608 --> 00:13:30,876
Right?

317
00:13:36,315 --> 00:13:37,215
<i> ♪ (pipe organ chord) ♪</i>

318
00:13:37,282 --> 00:13:38,083
Huh?

319
00:13:38,150 --> 00:13:39,051
<i> (thunk)</i>

320
00:13:39,952 --> 00:13:41,019
<i> (scream)</i>

321
00:13:41,086 --> 00:13:42,120
♪♪

322
00:13:42,187 --> 00:13:43,122
<i> (squeal)</i>

323
00:13:44,222 --> 00:13:45,156
<i> (scream)</i>

324
00:13:45,223 --> 00:13:46,157
♪♪

325
00:13:46,224 --> 00:13:47,326
<i> (pop)</i>

326
00:13:48,427 --> 00:13:50,362
♪♪

327
00:13:50,429 --> 00:13:51,297
<i> (frightened shout)</i>

328
00:13:52,664 --> 00:13:54,132
<i> (thunderclap)</i>

329
00:13:54,199 --> 00:13:55,501
Whoa!

330
00:13:57,402 --> 00:13:58,204
<i> (gasp)</i>

331
00:14:00,038 --> 00:14:02,174
<i> (shrill scream)</i>

332
00:14:03,542 --> 00:14:07,012
<i> ♪ (organ) ♪</i>

333
00:14:08,647 --> 00:14:10,215
<i> ♪ (eerie) ♪</i>

334
00:14:10,282 --> 00:14:11,283
<i> (thunderclap)</i>

335
00:14:13,385 --> 00:14:16,087
<i> (gasp)</i>

336
00:14:16,154 --> 00:14:18,256
Now, you look here, Castle.

337
00:14:18,323 --> 00:14:21,059
You are very old and
very scary,

338
00:14:21,126 --> 00:14:23,528
but your wall art is
in an atrocious state

339
00:14:23,595 --> 00:14:25,263
<i> (whistling wind)</i>

340
00:14:25,330 --> 00:14:27,332
and there is nothing you
can do to keep me

341
00:14:27,399 --> 00:14:29,268
from my sacred task
of restoration.

342
00:14:30,769 --> 00:14:33,438
Uh, Applejack?

343
00:14:33,505 --> 00:14:37,008
If you went back to
Ponyville, that means I win.

344
00:14:37,075 --> 00:14:38,376
Right?

345
00:14:38,443 --> 00:14:39,577
<i> (clatter)</i>

346
00:14:39,644 --> 00:14:40,545
<i> (crash)</i>

347
00:14:40,612 --> 00:14:42,214
<i> (scream)</i>

348
00:14:44,750 --> 00:14:46,185
Rarity?

349
00:14:48,186 --> 00:14:50,689
I know hiding isn't really
your sense of humor,

350
00:14:50,756 --> 00:14:53,192
but please let this be a joke.

351
00:14:57,529 --> 00:14:58,363
<i> ♪ (organ blast) ♪</i>

352
00:14:58,430 --> 00:14:59,999
<i> (scream)</i>

353
00:15:00,699 --> 00:15:01,433
<i> (shout)</i>

354
00:15:07,439 --> 00:15:09,107
Rainbow?

355
00:15:09,174 --> 00:15:10,276
Hello?

356
00:15:13,345 --> 00:15:17,283
I guess if I don't find you,
I win by default. Right?

357
00:15:22,454 --> 00:15:24,756
<i> (crashing)</i>

358
00:15:24,823 --> 00:15:25,958
Oof!

359
00:15:27,793 --> 00:15:28,693
<i> (growl)</i>

360
00:15:28,760 --> 00:15:29,761
<i> (squeals)</i>

361
00:15:29,828 --> 00:15:30,795
Of all the castles
in Equestria,

362
00:15:30,862 --> 00:15:34,299
this is by far the
most ungrateful.

363
00:15:34,366 --> 00:15:35,600
Oof!

364
00:15:35,667 --> 00:15:38,137
<i>(thunderclap and whistling wind)</i>

365
00:15:42,808 --> 00:15:44,309
(whisper) Angel!

366
00:15:44,376 --> 00:15:46,344
Rarity?

367
00:15:46,411 --> 00:15:49,280
Oh, I hope you two
are together.

368
00:15:49,347 --> 00:15:50,950
<i> (rumbling)</i>

369
00:15:56,354 --> 00:15:57,089
<i> (frightened shout)</i>

370
00:15:58,590 --> 00:16:01,359
Haunted statues, creepy armor...

371
00:16:01,426 --> 00:16:04,195
Come on, Castle, is
that all you got?

372
00:16:04,262 --> 00:16:05,264
<i> (thunderclap)</i>

373
00:16:12,370 --> 00:16:14,706
<i> (screams of terror)</i>

374
00:16:14,773 --> 00:16:20,678
<i> (whimpers and shouts)</i>

375
00:16:20,745 --> 00:16:27,052
I was only trying to restore
ancient (sobbing) art!

376
00:16:27,119 --> 00:16:28,787
<i> (thunderclap)</i>

377
00:16:28,854 --> 00:16:29,587
<i> (gasp)</i>

378
00:16:29,654 --> 00:16:30,522
Angel?

379
00:16:30,589 --> 00:16:31,656
<i> (grunts)</i>

380
00:16:31,723 --> 00:16:32,657
<i> (cracking)</i>

381
00:16:32,724 --> 00:16:33,691
<i> (crash)</i>

382
00:16:33,758 --> 00:16:36,528
ANGEL!

383
00:16:36,595 --> 00:16:37,662
<i> (rumble)</i>

384
00:16:37,729 --> 00:16:39,297
What it the world is that?

385
00:16:39,364 --> 00:16:40,699
Oh, you know.

386
00:16:40,765 --> 00:16:44,102
Probably just more strange
sounds of this old castle

387
00:16:44,169 --> 00:16:46,071
falling apart.

388
00:16:46,138 --> 00:16:47,773
No one likes sarcasm, Spike.

389
00:16:51,209 --> 00:16:54,345
<i> (screams)</i>

390
00:16:54,412 --> 00:16:56,081
What got into them?

391
00:16:56,148 --> 00:16:59,451
<i> (screams)</i>

392
00:16:59,518 --> 00:17:00,452
It's OK, Angel.

393
00:17:00,519 --> 00:17:02,253
You're OK. YOU'RE OK!

394
00:17:02,320 --> 00:17:03,321
<i> (yell)</i>

395
00:17:03,388 --> 00:17:05,090
Shadows everywhere!

396
00:17:05,157 --> 00:17:07,258
<i> (screams)</i>

397
00:17:07,325 --> 00:17:09,761
<i> (sobbing)</i>

398
00:17:09,828 --> 00:17:11,863
Angel!

399
00:17:11,930 --> 00:17:13,699
All right. Everypony STOP!

400
00:17:16,601 --> 00:17:17,569
Twilight?

401
00:17:17,636 --> 00:17:18,369
Must.

402
00:17:18,436 --> 00:17:19,571
Save.

403
00:17:19,638 --> 00:17:20,439
Angel.

404
00:17:21,840 --> 00:17:22,674
Oh.

405
00:17:23,608 --> 00:17:24,542
Fluttershy?

406
00:17:24,609 --> 00:17:25,844
What are you doing here?

407
00:17:25,911 --> 00:17:27,246
She's with me.

408
00:17:32,751 --> 00:17:34,719
Thank you!

409
00:17:34,786 --> 00:17:36,254
Have you all spent
the whole night

410
00:17:36,321 --> 00:17:38,323
running around
scaring each other?

411
00:17:38,390 --> 00:17:40,525
Well, that depends.

412
00:17:40,592 --> 00:17:42,260
On what?

413
00:17:42,327 --> 00:17:45,630
On whether or not you're
the Pony of Shadows?

414
00:17:45,697 --> 00:17:48,266
What's the Pony of Shadows?

415
00:17:48,333 --> 00:17:50,535
Oh, that's just an
old pony's tale.

416
00:17:50,602 --> 00:17:52,871
<i> ♪ (pipe organ) ♪</i>

417
00:17:52,938 --> 00:17:55,807
Then who's playing that?

418
00:17:55,874 --> 00:17:57,509
We're going to find out.

419
00:17:57,576 --> 00:18:07,653
♪♪

420
00:18:07,653 --> 00:18:17,663
♪♪

421
00:18:24,970 --> 00:18:26,838
<i> (collective gasp)</i>

422
00:18:26,905 --> 00:18:28,540
THE PONY OF SHADOWS!

423
00:18:28,607 --> 00:18:38,684
♪♪

424
00:18:38,684 --> 00:18:44,522
♪♪

425
00:18:44,589 --> 00:18:45,690
Hey, you guys.

426
00:18:45,757 --> 00:18:47,292
Did you know I can
totally play the organ?

427
00:18:47,359 --> 00:18:48,660
Because I didn't.

428
00:18:48,727 --> 00:18:50,728
PINKIE!

429
00:18:50,795 --> 00:18:51,629
Check it out.

430
00:18:51,696 --> 00:18:53,698
<i> ♪ (baseball cheer) ♪</i>

431
00:18:53,765 --> 00:18:56,301
You're the Pony
of Shadows?

432
00:18:56,368 --> 00:18:57,902
The Pony of what?

433
00:18:57,969 --> 00:18:59,938
See? What did I tell you?

434
00:19:00,005 --> 00:19:02,373
I thought you had to ring
the school bell all week.

435
00:19:02,440 --> 00:19:03,641
Oh, yeah.

436
00:19:03,708 --> 00:19:05,210
I only had to ring
it for like, five minutes.

437
00:19:05,277 --> 00:19:06,377
They said that was good enough.

438
00:19:06,444 --> 00:19:07,745
I can't imagine why.

439
00:19:07,812 --> 00:19:11,216
<i> (clanging)</i>

440
00:19:11,283 --> 00:19:12,684
So, then I decided to throw a

441
00:19:12,751 --> 00:19:14,686
Finished Ringing The
School Bell party,

442
00:19:14,753 --> 00:19:16,221
but I didn't have
any bluebells

443
00:19:16,288 --> 00:19:17,756
and you can't throw a Finished
Ringing The School Bell party

444
00:19:17,823 --> 00:19:20,558
without bluebells so I went to
Everfree forest to pick some,

445
00:19:20,625 --> 00:19:21,993
but it started to
get so chilly

446
00:19:22,060 --> 00:19:24,462
I had to wrap myself up in
the tarp I was going to use

447
00:19:24,529 --> 00:19:25,597
to carry the flowers.

448
00:19:25,663 --> 00:19:26,498
And then I saw
Fluttershy and Rarity,

449
00:19:26,564 --> 00:19:27,699
but they went into the Castle

450
00:19:27,766 --> 00:19:29,768
before I could invite
them to my party.

451
00:19:29,834 --> 00:19:30,835
Luckily, I followed
them inside

452
00:19:30,902 --> 00:19:33,238
so I could help you all
with your party.

453
00:19:33,305 --> 00:19:34,872
What party is that?

454
00:19:34,939 --> 00:19:37,308
Uh, The Everypony Come To
The Scary Old Castle

455
00:19:37,375 --> 00:19:39,411
And Hide From Each Other While
I Play The Organ Party.

456
00:19:40,412 --> 00:19:41,446
<i> (boing)</i>

457
00:19:41,513 --> 00:19:42,347
<i> (thud)</i>

458
00:19:42,947 --> 00:19:43,882
Duh!

459
00:19:51,456 --> 00:19:53,725
I swear this is going right
back where I found it

460
00:19:53,792 --> 00:19:57,295
just as soon as I've returned
it to its former glory.

461
00:19:57,362 --> 00:19:59,864
Now don't go running off again.

462
00:19:59,931 --> 00:20:02,700
Ooh. I can't believe I
was so frightened.

463
00:20:02,767 --> 00:20:05,470
I guess I let my imagination
get the best of me.

464
00:20:05,537 --> 00:20:07,372
I think we all did.

465
00:20:07,439 --> 00:20:09,741
I always let my imagination
run away from me.

466
00:20:09,808 --> 00:20:11,877
Then it comes back with cake.

467
00:20:13,645 --> 00:20:16,014
Well, it's good to know that
whenever your imagination

468
00:20:16,081 --> 00:20:19,751
is getting away from you, a good
friend can help you rein it in.

469
00:20:19,818 --> 00:20:21,486
And even though I didn't
find anything out

470
00:20:21,553 --> 00:20:23,421
about the mysterious chest,

471
00:20:23,488 --> 00:20:25,623
I'm glad I was here to
help all of you.

472
00:20:25,690 --> 00:20:27,725
You certainly did
that, Twilight.

473
00:20:27,792 --> 00:20:31,029
Yeah, why weren't you scared?

474
00:20:31,096 --> 00:20:33,798
Reading Celestia's diary
made it hard to be afraid

475
00:20:33,865 --> 00:20:36,734
because I knew what it was like
when she and Luna lived here.

476
00:20:36,801 --> 00:20:38,102
Knowing something
about the past

477
00:20:38,169 --> 00:20:40,738
made it easier to deal with my
problems in the present,

478
00:20:40,805 --> 00:20:42,774
even the scary ones.

479
00:20:42,841 --> 00:20:45,644
<i> (murmurs of agreement)</i>

480
00:20:46,845 --> 00:20:48,946
I just thought of a great idea!

481
00:20:49,013 --> 00:20:50,548
Why don't we keep a journal?

482
00:20:50,615 --> 00:20:52,750
Just like the Royal
Pony Sisters?

483
00:20:52,817 --> 00:20:53,719
All of us?

484
00:20:54,986 --> 00:20:57,488
Sure! That way we can
learn from each other.

485
00:20:57,555 --> 00:20:59,691
And maybe someday other
ponies will read it

486
00:20:59,758 --> 00:21:01,426
and learn something too.

487
00:21:01,493 --> 00:21:03,728
What a splendid idea!

488
00:21:03,795 --> 00:21:06,030
I know what my
first entry will be.

489
00:21:06,097 --> 00:21:10,835
Dear Diary, I'm glad Grannie
Smith's legend wasn't true.

490
00:21:10,902 --> 00:21:12,570
Me too.

491
00:21:12,637 --> 00:21:14,906
Me three, because
that means you two

492
00:21:14,973 --> 00:21:18,443
are still tied for
Most Daring Pony!

493
00:21:20,979 --> 00:21:23,014
Ha! Shadow ponies.

494
00:21:23,081 --> 00:21:25,116
How ridiculous is that?

495
00:21:25,183 --> 00:21:27,518
<i> ♪ (eerie) ♪</i>

496
00:21:27,585 --> 00:21:29,921
<i>♪♪</i>

