[[http://www.fimfiction.net/story/34622 Earth and Sky]] is the sequel to the ''WesternAnimation/MyLittlePonyFriendshipIsMagic'' fanfic ''Fanfic/{{Windfall}}'', and takes place about three years after the events of that story.

Twilight Sparkle (now Dr. Sparkle) manages to find the time in her busy schedule to visit her friends in Ponyville. Among other things, she finds there's a bit of tension in some of her friends' mixed-race families: Pinkie Pie's got a Pegasus daughter (and another little winged bundle of joy due any day now) that she's been run ragged trying to keep up with, young Pound Cake recently got into a fight with some of his Pegasus friends who were making fun of his sister Pumpkin (a unicorn, and therefore ground bound), and even the Apples are a bit sorry they can't keep up with Fluttershy and little Windfall. But Twilight's been thinking this problem over and gets an idea for an invention that, with the help of Apple Bloom and Rarity, could be just the thing to solve it…

Of course, what begins as [[ASimplePlan a simple project]] quickly spins out of control once word gets out, and soon Twilight and her friends are caught up in another crazy misadventure, this one involving old foes, new loves, and the biggest aerial race in all of Equestria.
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!!This fanfic contains examples of:

* AdultFear: In Chapter 1, Pinkie Pie gets a dose of this when her daughter Tootsie wanders off, and she expresses worry to Twilight that being an Earth Pony with a Pegasus daughter will cause them to drift apart.
** On a lighter note, Twilight has to deal with Spike constantly throwing himself off of tall buildings because he wants to test his new wings. She knows Spike is practically impervious to harm, being a dragon, but she can't help but fear for his safety. [[spoiler:In chapter 17 she reveals that she is also afraid that she and Spike are drifting apart.]]
* AirventPassageway: After [[spoiler: Chrysalis]] is arrested and thrown in the dungeon in Los Pegasus, she slips free of her chains by [[spoiler: molting to filly-size]] and then crawls out through a vent. Even then, it only works because, as Luna points out, [[spoiler: her carapace hasn't hardened yet]], allowing her to squeeze through the tight space.
* TheAlcoholic: Prince Blueblood is sloshed whenever he appears, having turned to drink to deal with being in a marriage of convenience to [[AlphaBitch Diamond Tiara]].
* AmazonChaser: Soarin' finds Applejack the most beautiful when she's angry and kicking flank.
* AngerBornOfWorry: In the first chapter, Pinkie's relief that Tootsie is safe is immediately replaced by anger that Tootsie left the house without telling anyone.
* AntiClimax: InUniverse, this is how the Harmony Aeronautics team feel about [[spoiler: the Flim-Flams being disqualified]], thus guaranteeing them the royal charter without even having to finish the race, let alone having to win. Because of this, they decide to finish the race anyway, no matter what, on the principle of it.
* ArchEnemy: Diamond Tiara has hated Apple Bloom ever since they were ''babies''. The only thing keeping her from [[spoiler:succumbing to the elements in the badlands]] is [[ThePowerOfHate her hatred of Apple Bloom.]]
* TheAtoner: Diamond Tiara becomes one after her HeelRealization.
* AttentionWhore: Diamond Tiara still hasn't outgrown this. On the contrary, she's gotten worse. Her entire reason for hating Apple Bloom is Apple Bloom's uncanny ability to take attention away from Diamond Tiara.
** Trixie, surprisingly enough, averts it. She's less concerned with holding the spotlight than she is with the simple satisfaction of being ''the best'' at what she's chosen to do, whether or not she gets attention for it.
* AtTheOperaTonight: The Harmony Aeronautics gang attend Sweetie Belle's performance as personal guests of the Princesses, giving them a chance to propose the concept of the flight harness.
* AxCrazy: Flam (of the Flim Flam Brothers) has seriously lost it since the last time we saw him.
** In chapter 17 he becomes this trope literally, taking a fire ax to the flight harness. [[spoiler:Fortunately, he fails again.]]
** Then his brother eventually snaps and joins him. Apple Bloom speculates it's InTheBlood.
* BadBoss: Diamond Tiara isn't above blackmailing her employees to make them do what she wants. She's so unpleasant that none of her employees (or anyone really) likes her. They tolerate her at best.
* BarBrawl: One breaks out in chapter 31, when Applejack confronts Baron Redtail and his retinue, and bucks Gunther into a crowd of Pegasus ponies threatening Destiny and Insanity.
* BattleCouple: Neither Soarin nor Applejack are to be trifled with.
* BatmanGambit: During their duel, Soarin' riles Redtail up so that [[spoiler: he won't notice Soarin' leading him into a terminal dive]].
* TheBeastmaster: Snails has grown up to become the pony version of Steve Irwin. [[WordOfGod The author says]] he extrapolated Snails' cutie mark into a fascination with non-cute animals in general.
* BeleagueredAssistant: The Flim-Flam brothers' assistant Otto has the unenviable task of doing the grunt work for two lunatics. When someone comments on the brothers' insanity, he mutters "you have ''no'' idea".
** [[spoiler: He finally has enough in chapter 37 and ditches the brothers to [[RunForTheBorder run for Mexicolt]].]]
* BelligerentSexualTension: Seems to be developing between Applejack and Soarin.
** The settle their differences in chapter 10, and shift into UnresolvedSexualTension instead.
** [[spoiler: And it's [[TheyDo resolved]] in chapter 13]]
* BerserkButton: Insulting Pumpkin is one for Pound; his friends did it, and he beat them to pulps for it.
** Soarin' spends most of the Pegathalon ignoring Shooting Star's insults and attempts to rile him up, until Shooting Star blindsides Applejack during the BarBrawl. This pisses Soarin' off enough that he snaps and kicks Shooting Star's ass.
** The Flim-Flam brothers are quickly becoming Princess Celestia's BerserkButton. Note that every one of her {{Freak Out}}s listed under the FreakOut entry below was due to something the Flim-Flam brothers did.
* TheBigRace: The Grand Pegathalon.
* BigWhat: Celestia's reaction when she hears that a ''third'' member of her Royal Guard assigned to monitor Doctor Insanity and Professor Destiny has been incapacitated. It's loud enough that it not only wakes up Luna, but also momentarily shocks her out of modern speech (which she's been using flawlessly) and back into YeOldeButcheredeEnglishe.
** Twilight and Rarity have a joint one when they hear about [[spoiler: Applejack and Soarin's engagement]].
** Celestia has another one when she hears about the Appleloosa jail burning down while almost all the Pegathalon contestants were locked up in it.
* {{Blackmail}}: Seems Diamond Tiara is fond of doing this to her employees to insure that they do what they're told.
* BlessedWithSuck: Normally Pinkie's stream-of-consciousness rambling is either endearing or annoying. [[CerebusRetcon Now it's driving her to pieces because her imagination runs wild when her daughter is missing]].
* BizarreAlienBiology: Changelings + alcohol = acidic foam.
* BloodKnight: Baron Redtail has shades of this; he has no problem with dying, so long as it's in a fight.
** Until he realizes he's in love with Greta, which causes him to fear dying and leaving her alone.
* BodyguardCrush: Baron Redtail's maidservant Greta has a crush on him. And it later turns out he seems to return her feelings.
* BrickJoke: When Pinkie is worrying about where Tootsie is after she runs off, she wonders if maybe she's running an illegal gambling operation. After Pinkie's new baby is born, Tootsie lists all the things she can't wait to teach her new little sister, which apparently includes three-card Monte.
** Also, Twilight comments on a number of things Rarity is going to be angry she missed: Applejack and Soarin hooking up, Pinkie Pie getting to test the flight harness and have fun with her kids, etc. In chapter 18, Sweetie Belle reports that Rarity really ''is'' angry she missed all those things, mainly because Twilight didn't tell her about them personally.
** Professor Destiny's first attempt to destroy the Harmony Harness involves a magic-seeking missile. He uses a bunch more as the first booby trap during the Pegathalon, but manages to avoid the mistake he made the first time (see below).
** In chapter 12, [[spoiler: Luna makes reference to a joke about a changeling trying to infiltrate Blueblood and Diamond Tiara's household, and turning itself in to the authorities after it nearly starved to death. In Chapter 29, Diamond Tiara ''does'' get replaced by a changeling…Queen Chrysalis herself, who has been starved for love ever since her expulsion from Canterlot, to the point of physically shrinking down to Tiara's size. She complains that since Diamond Tiara is, at best, tolerated, she's STILL starving.]]
*** [[spoiler: She eventually grows so sick of the charade that she actually ''does'' turn herself in to the authorities. The Guard come hoping to ask Diamond Tiara a few questions about some recent legally questionable acts on her part; Chrysalis reveals herself and ''demands'' that no one mistake her for Diamond Tiara anymore.]]
** In chapter 10, Big Macintosh has a little [[IfYouEverDoAnythingToHurtHer heart-to-heart]] with Soarin' and Pip about dating his sisters, which Pip [[ComicallyMissingThePoint completely misses the point of]]. In chapter 38, he ''finally'' gets it -- and the next time he sees Mac, he apologizes profusely.
* BrokenPedestal: Shooting Star used to look up to Soarin, and was bitterly disappointed when Soarin started underperforming due to weight gain. It's one of the reasons he was such a Jerkass to Soarin. Partly became a RebuiltPedestal after Soarin curb-stomps him in a BarBrawl; Shooting Star remembered why he idolized Soarin in the first place. They make amends in chapter 41.
* CallBack
** Nurse Redheart ''still'' has trouble [[Recap/MyLittlePonyFriendshipIsMagicS2E12BabyCakes keeping the Mane Six quiet in the maternity ward.]]
** In Chapter 8, when Pip arrives at the Carousel Boutique, he says, [[Recap/MyLittlePonyFriendshipIsMagicS2E4LunaEclipsed "Pip Squeak the pilot, at your service!"]]
** In chapter 11, Rarity makes use of her fainting couch from "Lesson Zero" when Apple Bloom is overwhelmed by Pip complimenting her opera outfit.
** In chapter 12, Rarity is described as "the pony everypony should know" in the narrative, a nod to her song from [[Recap/MyLittlePonyFriendshipIsMagicS2E9SweetAndElite "Sweet and Elite"]].
** Pip and Princess Luna have apparently maintained their friendship established in [[Recap/MyLittlePonyFriendshipIsMagicS2E4LunaEclipsed "Luna Eclipsed"]] over the years.
** Pinkie Pie thinks that Twilight's flight harness is "the cat's meow, the bee's knees, [[Recap/MyLittlePonyFriendshipIsMagicS1E2ElementsOfHarmony the sea serpent's mustache]]!"
** In Chapter 17, Twilight gets a little neurotic about falling behind on testing the flight harness, and even warns Apple Bloom [[Recap/MyLittlePonyFriendshipIsMagicS2E3LessonZero "The clock is ticking!"]]. Apple Bloom naturally warns Twilight to not even ''think'' about casting her "Want-It-Need-It" spell.
** When [[spoiler: Professor Destiny]] starts [[AnythingYouCanDoICanDoBetter boasting]], Rarity ponders [[{{Recap/MyLittlePonyFriendshipIsMagicS1E6BoastBusters}} where she's heard that before...]]
** When Twilight tells Rainbow Dash that Soarin' and Applejack are dating, she half expects [[Recap/MyLittlePonyFriendshipIsMagicS1E20GreenIsntYourColor Pinkie to pop out of nowhere and shout "Forever!"]], despite it not being a secret.
** In Chapter 29, when Diamond Tiara threatens him, Blueblood dryly reminds his wife that the penalty for regicide is "extra-national incarceration" (i.e. [[Recap/MyLittlePonyFriendshipIsMagicS1E22ABirdInTheHoof being banished and then imprisoned in the place to which you were banished]]).
** In Chapter 30, the Appleloosans run into problems preparing to greet the Grand Pegathalon contestants, including accidentally putting up a sign reading "Appleloosa Welcomes the Grand Pegathalo", which is a nod to the "Welcome Princess Celest" sign from [[Recap/MyLittlePonyFriendshipIsMagicS1E10SwarmOfTheCentury "Swarm of the Century"]].
** In Chapter 31, when confronted with a fight in the Salt Lick, Twilight Sparkle recalls "some excellent advice" she got from Princess Celestia for just such an occasion: [[Recap/MyLittlePonyFriendshipIsMagicS1E26TheBestNightEver "Run!"]]
** In the same chapter, it's commented that the BarBrawl is the biggest fight Appleloosa has seen since the [[Recap/MyLittlePonyFriendshipIsMagicS1E21OverABarrel brief range war with the buffalo]].
** In Chapter 35, the Wonderbolts team cuts through [[IDontLikeTheSoundOfThatPlace Ghastly Gorge]] to get around the storm kicked up by the dust devils, and Rainbow Dash regales them with [[Recap/MyLittlePonyFriendshipIsMagicS2E7MayTheBestPetWin the story of how she came to adopt Tank]].
** When Rarity is comforting Twilight in chapter 36 by telling her that Spike moving on in his life doesn't mean he's abandoning her, she states how the Harmony Harness will allow her to visit him wherever he goes, without having to [[Recap/MyLittlePonyFriendshipIsMagicS2E21DragonQuest dress up as a dragon]].
** In chapter 39, the Great and Powerful Trixie (now the Spectacular Trixie) tries to sell Harmony Aeronautics on the idea of making talking pictures for entertainment purposes (and ''in color''), rather than just little [[Recap/MyLittlePonyFriendshipIsMagicS2E22HurricaneFluttershy black-and-white educational films about where rain comes from]].
** In chapter 40, after [[spoiler: Chrysalis is exposed]] and he's seemingly off the hook from that ''and'' Diamond Tiara, Blueblood starts singing his own version of [[Recap/MyLittlePonyFriendshipIsMagicS1E26TheBestNightEver the Gala song]].
** In chapter 41, Soarin awakens Spike in the middle of the night to deliver a letter to Applejack. The latter mumbles [[Recap/MyLittlePonyFriendshipIsMagicS1E11WinterWrapUp "Twilight? ...You're not Twilight."]] In the same chapter, Applejack briefly recalls the events of [[Recap/MyLittlePonyFriendshipIsMagicS1E4ApplebuckSeason "Applebuck Season"]], and confirms Big Mac's injury was in fact from [[Recap/MyLittlePonyFriendshipIsMagicS1E3TheTicketMaster tightening a girdle]].
** Harmony Aeronautics ends up in fifth place, the same place [[Recap/MyLittlePonyFriendshipIsMagicS1E13FallWeatherFriends Twilight finished in the Running of the Leaves]]. For bonus points, the chapter where the Pegathalon ends in is chapter 42, the same number Twilight was listed as in that episode.
** In chapter 44, [[Recap/MyLittlePonyFriendshipIsMagicS2E3LessonZero Twilight's left eye twitches slightly when Flam says the word "tardy"]].
* TheCameo: Wisteria (from G3) and an aged [[WesternAnimation/MyLittlePonyAndFriends Firefly]] both show up at the Pegathalon contestants' party in chapter 24.
* CerebusRetcon: Along with Pinkie Pie's imagination mentioned above, Soarin's eating habits in ''Windfall'' [[spoiler: are what lead to his being cut from the Wonderbolts in Chapter 4]].
* ChekhovsGun: Soarin' got kicked off the Wonderbolts for messing up a maneuver and crashing. He later does the same move, only now under control, in order to [[spoiler: win his duel with Baron Redtail]].
* TheChessmaster: Rarity turns into this when it comes to playing matchmaker, as chapter 11 shows.
* TheChewToy: Sir Champion takes a ''lot'' more abuse than the other guards.
* ChickMagnet: Pip, to Apple Bloom's frustration.
* CirclingBirdies:
** In chapter 13, a valet at the opera gets circling pegasus valkyries after getting clocked by an invisible Diamond Tiara.
** After Shootin' Star gets his flanks kicked by Soarin' in chapter 31, he sees miniature Soarins circling his head while ringing bells with sledgehammers.
* ClearMyName: Rarity has to do this after [[spoiler: Chrysalis]] makes everyone think she's a changeling. Fortunately, Twilight at some point devised a test that can determine if a pony is a changeling, and she's cleared within hours.
* ClingyJealousGirl: Apple Bloom once she actually hooks up with Pip, until Luna convinces her to ignore the adoring mares watching him from afar and focus on the fact that ''she's'' the one with him.
** She's still pretty clingy though; it doesn't help her confidence when Sweetie Belle realizes that [[SheCleansUpNicely the handsome colt she's just been introduced to is Pip]] and gushes about his looks.
*** This finally hits its boiling point during the party for the contestants in the Pegathalon, as Pip is hit on by every mare there, and he goes along with it obliviously. Then he gets asked to dance by Scootaloo, and Apple Bloom just [[FreakOut blows her top.]]
*** Twilight's TheReasonYouSuckSpeech, listed below, seems to have helped finally snap her out of this [[spoiler: and it helps her and Pip reconcile and get back together]].
* ColorFailure: Rainbow Dash and Applejack do this when Fluttershy gives them the Stare with both eyes. In addition to whitewashing their bodies, the grass they're standing on is immediately scorched black.
* ComicallyMissingThePoint: Pip ''completely'' misses the point of [[IfYouEverDoAnythingToHurtHer Big Macintosh's little heart to heart.]]
** According to WordOfGod, this is because Pip is such a gentlecolt that the idea of ''intentionally'' [[GoodCannotComprehendEvil upsetting a mare is completely beyond his comprehension.]]
*** Pip also doesn't seem to understand the effect he has on the ladies; in chapter 24 he wonders why young mares keep dropping their monogrammed hoofkerchiefs, ribbons, and even ''garters'' in front of him.
*** In another ''far'' less comical note, him not realizing that having a marefriend is different to just being polite to ladies ends up with him taking Rainbow Dash's "You need to pay more attention to Apple Bloom" talk completely the wrong way and leads him to [[spoiler: ''break up with her'']] in penance for not paying her enough attention. As you would expect, this backfires horribly.
** Twilight also completely overlooks Rarity's attempts at matchmaking.
* ComplexityAddiction: Flam seems to have this. His first attempt at "sabotaging" the flight harness? ''Firing a rocket at it!''
* CoolAirship: The T.M.S.S. ''Ambrosia'', the biggest and most luxurious ship in the Royal Blue airship line.
* CoolAndUnusualPunishment: In Chapter 43, Celestia finally has the Flim-Flam Brothers brought into custody for all the chaos they've caused, and proceeds to [[spoiler: break down crying, ashamed of what subjects of hers have done.]] Compared to [[spoiler: seeing their beloved ruler in tears,]] Flim and Flam gladly accept a sentence of twenty years' hard labor.
* CorruptCorporateExecutive: Diamond Tiara runs Blueblood's airship company for him, and sends Professor Destiny after Harmony Aeronautics because she's afraid the flight harness will threaten her profits. Blueblood himself probably counts too, since he's well aware of what his wife is doing and doesn't seem to be doing anything to stop her.
* CruelToBeKind: Applejack berates Soarin for his self-pity and gluttony…so that he can shape up.
** Twilight's TheReasonYouSuckSpeech (see below) to Apple Bloom helps her to realize how superficial and petty she's been, and helps [[spoiler: lead to her and Pip getting back together]].
* CryForTheDevil: The Flim-Flam brothers are jerks, yes, but it's hard not to feel sorry for Flam when they get separated during the sandstorm in the San Palomino and he thinks Flim might be dead.
* CurbStompBattle: Soarin' vs Shootin' Star in the Salt Lick. The JerkAss never knew what hit him.
* CuteClumsyGirl: Sweetie Belle has yet to ''quite'' grow out of this.
* CutLexLuthorACheck: At the end of the story, Fancy Pants [[spoiler: (having taken over Royal Blue Airlines)]] decides to enter into a profitable partnership with Harmony Aeronautics, something neither Blueblood or Diamond Tiara ever considered.
** Likewise, in the very last chapter Twilight Sparkle recognizes the genius of the Flim-Flam brothers (even noting they probably could have won the Pegathalon if they [[DickDastardlyStopsToCheat hadn't cheated like crazy]]), and offers to get them a parole in exchange for coming to work for Harmony Aeronautics.
** In the last two chapters, [[spoiler: Queen Chrysalis figures out that becoming an actress is a much easier way to get love than invading.]]
* {{Determinator}}: See ThePowerOfHate. [[spoiler: Diamond Tiara]] absolutely ''refuses'' to give up, even as her body is on the brink of shutting down from pain and exhaustion. She only collapses when she's found civilization and safety.
* DickDastardlyStopsToCheat: Given the B.A.T.'s jet design, it's entirely likely that Destiny and Insanity could have won the Pegathalon fair and square by outrunning everyone else. Instead, their insistence on booby-trapping the race behind them leads to [[spoiler: Celestia disqualifying them, ordering their arrest, and granting Harmony Aeronautics the royal charter by default]]. Twilight even tells them that they could have won fair and square in the final chapter, and the brothers can't help but agree.
* DiggingYourselfDeeper: Apple Bloom insists to Applejack and Fluttershy that she's ''not'' attracted to Pip, even if he is brave and handsome and charming and has flanks you can bounce a hoof full of bits off of…
-->"Well, [[{{Metaphorgotten}} I kinda lost track o' what I was gonna say]], but [Applejack] don't know what she's talkin' about neither."
* DistractedByTheSexy: Happens to Apple Bloom repeatedly when she's pinning over Pip. Then they hook up and it starts happening to ''him''.
** When Spike gets a good look at Quillina the dragoness in chapter 24, he tries to eat his pen instead of the agate he was snacking on.
* DiscOneFinalBoss: Diamond Tiara starts out looking like the BigBad, but by the time the Pegathalon starts has lost complete control of the Flim-Flams and is stuck pulling what strings she can for her benefit. [[spoiler: And then she gets replaced by Chrysalis, beginning her road to a potential HeelFaceTurn.]]
* TheDitz: Pip. Rarity actually has to ''spell out'' the reason that so many mares kept dropping garters at his hooves during the pre-Pegathalon party.
* DoggedNiceGuy: Soarin to Applejack, before the relationship shifts to full BelligerentSexualTension territory.
* DoNotCallMePaul: Professor Destiny tends to FreakOut if he's called Flam.
* TheDragAlong: Applejack is not sold on the artificial wings and is most definitely not an opera pony, but in Chapter 5 she agrees to accompany the other ponies when they go present the idea to the princesses. Rarity argues that her skepticism about the wings would be a bonus in the princesses' eyes. [[spoiler:Over as of chapter 17 when she uses the harness herself and flies alongside her new beau Soarin.]]
* DraggedOffToHell: Princess Luna plays with this as she gives Diamond Tiara a nightmare that has the RichBitch [[YourWorstNightmare face her sins and the consequences.]] Diamond Tiara is sinking in a sinkhole in the desert as limbs pull her further down.
* EasilyForgiven: [[spoiler: Silver Spoon accepts Diamond Tiara's apology almost instantly, after seeing how emotionally broken she's become. Apple Bloom likewise forgives her once Silver Spoon vouches for her.]]
* EurekaMoment: Twilight first starts working on how to help non-Pegasus ponies fly after conversations with Pinkie and Pumpkin, but doesn't settle on the idea to use artificial wings until she sees Sweetie Belle wearing a pair as part of her Princess Celestia costume.
* EvenEvilHasStandards: [[spoiler:The Changelings kick Diamond Tiara out of their hive]] because she is just that unpleasant.
* EvilIsPetty: Diamond Tiara, who has become Blueblood's trophy wife, can't focus on ''Ring of the Neighbelung'' and spends the entire show before the intermission glaring at the mane cast and the princesses after she sees Apple Bloom enter with Pipsqueak. It's revealed in Chapter 32 that the reason that she and Silver Spoon no longer speak to one another is that in their high school years, Diamond Tiara engineered a public humiliation for Silver Spoon...all because she got prom princess instead of her. This resulted in not only Silver Spoon, but ''everypony in the school'' no longer wanting anything to do with her. And her lifelong grudge against Apple Bloom started because she had to ''share her toys'' with her once when they were babies.
* ExpospeakGag: Doctor Insanity claims in chapter 22 to have an advanced degree in "osculate-my-rump-onomy". "Osculate my rump" means "kiss my ass."
* ExpectingSomeoneTaller: Blueblood claims this about [[spoiler: Chrysalis]].
* {{Expy}}: By [[WordOfGod admission of the author]], the dust devils in chapter 35 are just palette-swapped Windigos with buzzard wings and a slightly different M.O.
* FisherKing: Celestia in regards to the sun. It's how one Royal Guard discovers how unhappy she is that the Flim-Flam brothers managed to incapacitate three of her Royal Guards including himself.
* FreakOut: Rainbow Dash is initially horrified by Twilight's artificial wings project since she is convinced that this will make Pegasi obsolete. Fluttershy and Soarin convince her that she is overreacting and her worries are misplaced.
** Spitfire similarly blows her top at the thought of non-Pegasi entering the Pegathalon, but Soarin manages to talk her down in chapter 23.
** Apple Bloom finally takes too much of Pip's oblivious flirting with other mares when he dances with Scootaloo. Twilight breaks up the resulting fight, and all parties involved feel incredibly guilty afterwards.
** Celestia of all ponies has a Freak Out when she finds out the Flim-Flam brothers incapacitated the ''third'' Royal Guard she sent to escort them. Even the ''sun'' [[FisherKing reflects her mood.]]
*** She has another one when she sees what happened to [[TheChewToy Sir Champion]] and [[TakenForGranite Sir Charger]] -- her head ''bursts into flames'', and the sun turns blood red in her anger. Luna calms her down, but she still sends a whole ''battalion'' of Air Cavalry after the brothers.
*** And she has yet another when she finds out about them escaping from said battalion, resulting in a whole tower exploding and burning off Shining Armor's mane and facial hair.
*** When she sees the damage they caused to Cloudsdale, she gets so angry she slips in YeOldeButcheredeEnglishe. And then subverted when Spike accidentally teleports a bunch of thrown pies from the resulting riot right into her face; everyone expects her to have another big one, but she just has Shining Armor put up a force field and locks herself in the kitchens. Double subverted when she is leaving molten gold hoof-steps as she leaves. Presumably she managed to avoid melting her back-up crown, but forgot to control her feet.
** Braeburn has one of the panic variety when the Appleoosian jailhouse is set on fire with him still in it. It only lasts a few minutes, after which Soarin' is able to focus on getting them out.
** When [[spoiler: Chrysalis]] realizes that Rarity is on-board the ''Ambrosia'', she ends up convinced that [[spoiler: the Mane Cast are onto her]], and almost completely drops her act, scuttling out of the room to safety, ignoring everypony's shocked stares.
** Diamond Tiara's VillainousBreakdown mostly consists of her screaming out of sheer frustration and hatred. She has another one, muffled by her pillow, when she realizes that since ThePowerOfHate [[spoiler:was the only thing keeping her alive in the badlands]], she owes her life to [[spoiler:Apple Bloom. In a way, the pony she hated her entire life had been protecting her in her hour of need]]. Diamond Tiara's mind nearly shuts down from the sheer irony.
* {{Flanderization}}: Diamond Tiara has been hit with this hard. Apparently her father's efforts to straighten her out were for nothing.
** Nicely averted with Trixie. Oh, she's still... herself, and there's definite animosity between her and Twilight, but over the years she's found her niche--entertainment, natch--and has been just as groundbreaking in that niche as Twilight is in hers. Also, it's Trixie that brings the two to a truce.
* FreudianExcuse: It's eventually revealed that the real reason Soarin's so upset about [[spoiler: being kicked off the Wonderbolts]] is because they're the closest he's ever had to a family (see ParentalAbandonment).
* FreudianSlip: Apple Bloom keeps doing this about Pip.
* FullNameUltimatum: In the first chapter, Pinkie addresses her daughter Tootsie by her [[OverlyLongName full name]] while scolding her for leaving the house without telling anyone.
* FurryReminder: Sir Champion eats the get well flowers Celestia sent him.
* GibberishOfLove: Pip's initial reaction to Apple Bloom dolled up for the opera.
* GodGuise: In chapter 31 Flies Like Thunder is mistaken for Tatanka the White Buffalo of legend by the other buffalo due to his bleached hide. Flies Like Thunder apologizes to the Sheriff as he tries to sort this mess out.
* GracefulLoser: When Fleidermaus and his son are forced to drop out of the race due to the loss of their sunlight-resistant suits, they show disappointment but are otherwise not upset, and even wish Soarin good luck when he discovers it (though the fact that he offered to put in a good word with Luna for Fleidermaus Junior probably helped with that).
* GreenEyedMonster[=/=]FeelingOppressedByTheirExistence: Despite [[SpoiledBrat being a titled noble]], [[GoldDigger being married to Blueblood]], [[CorruptCorporateExecutive owning a massive company]], [[Series/GoldenPalace living in Canterlot]], and [[RichBitch being rich]], Diamond Tiara takes it as a personal insult that [[ItsAllAboutMe anypony else besides herself receive any recognition]], ''especially'' Apple Bloom.
* GroinAttack: When fighting off the La Fish brothers, Soarin ends up kicking one of them "a bit below his foe's leonine breadbasket".
* HarmlessVillain: Flam/Professor Destiny, going by his attempts so far to sabotage Harmony Aeronautics.
** NotSoHarmlessVillain: Flim/Doctor Insanity, while initially appearing to be as ineffective as his brother, turns out to be more competent and dangerous. And he seems to raise his brother's threat level just by working with him.
* HeartbreakAndIceCream: [[spoiler: Apple Bloom's response to Pip dumping her is to [[DrowningMySorrows down a bottle of booze]] and eat ''five gallons'' of ice cream. It's offhandedly suggested she was ''very'' sick afterwards.]]
* HeelRealization: Diamond Tiara has one after recovering from her VillainousBreakdown, leading to her becoming TheAtoner.
* HeroicBSOD: Pipsqueak slips into one through a combination of nearly being killed by the [=LaFish=] brothers, his self-perceived cowardice during the attack, and the guilt of all the things he's failed at in his life [[spoiler: particularly his breakup with Apple Bloom]] catching up with him. Soarin' manages to talk him out of it [[spoiler: and encourages him to get back together with Apple Bloom]].
* HiddenDepths: Blueblood. [[spoiler: Merely a drunken lout, or cunningly waiting for his wife to doom herself while leaving him access to her money?]]
* HumiliationConga: After [[spoiler: Chrysalis is exposed and arrested]], Blueblood looks like he's in the clear... only for Fancypants to end up forcing him to hand over majority shareholding in his own company at risk of his involvement being uncovered, followed by Diamond Tiara's lawyers blocking his access to her money. And then on top of that, [[spoiler: his airship gets blown up by the Wrong Brothers' errant rockets.]]
** And things just get worse for him in the final chapter, as [[spoiler: Diamond returns, divorces him, and leaves him with so little that he'll have to move back in with his mother (an apparent FateWorseThanDeath)]]
* IAintGotTimeToBleed: Soarin' doesn't even realize he's been hurt in the fight with the [=LaFish=] brothers until after it's over and his rescuers start patching him up.
* IdeaBulb: A bathroom light fixture above [[spoiler: Chrysalis]]' head flickers on when she gets the idea to frame Rarity.
* IDidWhatIHadToDo: [[InvertedTrope Inverted.]] Rainbow Dash uses this in the second person in Chapter 4 [[spoiler:after Spitfire had to cut a fading Soarin' from the Wonderbolts. The decision clearly tore Spitfire up:]]
-->"I f-f-feel like I just s-sawed off one of my own wings." (Note that she was weeping when she said this.)
* IfYouEverDoAnythingToHurtHer: Big Macintosh wants Pip and Soarin' to know that he can easily crush a stallion head sized rock and hates it when anypony upsets his sisters.
** Soarin' gets the message loud and clear; he may have developed a complex as a result. Pipsqueak eventually catches on as well... [[BrickJoke twenty chapters later]].
* ImagineTheAudienceNaked: Rarity offers this advice to Sweetie Belle when the latter's stage fright threatens to flare up again. Sweetie Belle tries to remind Rarity that [[Recap/MyLittlePonyFriendshipIsMagicS1E26TheBestNightEver ponies don't normally wear clothes]].
* ImpoverishedPatrician: Prince Blueblood, who according to WordOfGod married Diamond Tiara [[GoldDigger for the money]].
* INeedAFreakingDrink: Diamond Tiara, when Professor Destiny blows her plan to tie up the Harmony Harness in a duel over patent rights by instead staking the royal charter on a race.
** When Shining Armor realizes he has to tell Princess Celestia that the Flim-Flam brothers escaped ''again'' and turned one of her officers into a giant grape, he pulls out a bottle of liquor and a shot glass. Then he puts away the glass and chugs the bottle.
* InSeriesNickname: By the time the Pegathalon competitors reach Vanhoover, they've taken to calling Professor Destiny and Doctor Insanity the "[[IncrediblyLamePun Wrong Brothers]]".
* InsistentTerminology: It's ''Doctor'' Sparkle nowadays.
* IrrationalHatred: Diamond Tiara blames Apple Bloom for everything wrong in her life. The root of this is that her dad told her to share her toys with Apple Bloom when they were babies. It wasn't Apple Bloom's fault that her father had to briefly divert his attention away from Diamond while talking business with Granny Smith, but Diamond considers the moment Apple Bloom entered her life the moment everything went downhill.
* ItsAllAboutMe: According to Spitfire, this is the biggest reason Shootin' Star is a {{Jerkass}}. (He gets better.)
** Also a driving force of Diamond Tiara's personality. (Surprisingly, she gets better too.)
* ItRunsInTheFamily: Tootsie seems to have inherited her mother's Pinkie Sense, and Windfall has inherited [[DeathGlare The Stare]].
* JailBake: A variant; in chapter 18 Otto helps Professor Destiny break out of the mental ward of the hospital with a file and lock-picks hidden in a bouquet of flowers. Too bad the Professor was allergic to lilies...
* JawDrop: Twilight and Spike's reaction to the first MamaBear moment listed below. Rarity is kind enough to close their mouths for them.
** Soarin and Pip's reactions to seeing Applejack and Apple Bloom in their opera outfits.
** Rarity and Twilight's reactions to Soarin offering to work for them and help Pip in the Pegathalon. Followed by a joint BigYes.
** Gunther freezes in one after seeing Greta glomp Baron Redtail.
* {{Jerkass}}: Shootin' Star, who keeps mocking Soarin' about his weight and even asks him if he'll have a heart attack before the Pegathalon starts. Even when Lulong the kirin is shot down by a Flim Flam Brothers trap he refuses to stop along with Spitfire and Rainbow Dash, instead flying on ahead of them.
** Slides into JerkassHasAPoint territory after the jailhouse fire when Shootin' Star points out how much the Wonderbolts fawned over Soarin' and how much slack they cut him in spite of his consistent under-performance, which he saw as an insult, considering how much work he put into getting on the team. Even Spitfire admits he has a point.
* KarmaHoudini: [[spoiler: Otto evades the law and escapes to Mexicolt, where he's last seen in the company of a beautiful mare.]]
** [[spoiler: All things considered, Chrysalis turns out okay too, as she sets herself up as a beloved foal actor in order to replenish her power.]]
* KnightOfCerebus: A mild example, all things considered, but Diamond Tiara's entrance into the story (followed shortly after by the Flim-Flams) not only brought in actual antagonists, but also an overall darker tone to the story.
** Subverted with [[spoiler: Chrysalis]]. At first it looked like she was going to be a Knight, but instead was reduced to an IneffectualSympatheticVillain.
* LaserGuidedKarma: Diamond Tiara's attempt to dispose of any incriminating evidence leads to her being [[spoiler: captured by changelings and subjected to slave labor]]. This is followed by [[spoiler: getting thrown out for [[PityTheKidnapper being so unpleasant]] and left to rot in the desert]].
** [[spoiler: Chrysalis' attempt at replacing Diamond Tiara just leads to her becoming TheScapegoat to Diamond's crimes and a fugitive in Equestria.]]
* LuckyBastard: Pretty much the only reason the Flim-Flam brothers are still in the race. Every time the authorities try to punish them for their blatant cheating and lawbreaking, something happens that lets them escape. [[spoiler: Finally runs out when they reach Canterlot.]]
* MadScientist: Professor Destiny, formerly known as Flam Flim-Flam, has gone down this road at top speed. Oddly enough Doctor Insanity (AKA Flim Flim-Flam) is the stable one.
* MamaBear: Implied with Fluttershy, who manages to get a crowd blocking her path to disperse by telling them that they're keeping her from delivering Windfall to a play date with Tootsie. And then we get to see a definite example of this when she uses the Stare to break up an argument between Rainbow Dash and Applejack that's upsetting the children.
-->'''Rarity''': Everypony in Ponyville knows better than to get in Fluttershy's way where her children are concerned.
* ManipulativeBastard: Diamond Tiara indirectly informs the mentally-unstable Flam of the group's flight harness, knowing that he's been working on something similar, and will strike at them to keep the idea for his own.
* [[TheManBehindTheMan The Mare Behind the Stallions]]: Diamond Tiara to the Flim-Flams. She has next to no control over them, but she's the one who sent them after Harmony Aeronautics in the first place, and she's covering for them the best she can during the Pegathalon, all to insure she gets away with her petty schemes.
** She's also the one who paid off the [=LaFish=] brothers to attack Soarin' and Pip.
* MaybeEverAfter: The ShipTease between Braeburn and Rainbow Dash wasn't brought up again after chapter 34, where them getting together was left as a possibility in the future.
* MetaphorIsMyMiddleName: "Danger" is Pipsqueak's middle name, or would be if "me uncle Algy hadn't taken precedence."
* MorallyAmbiguousDoctorate: Flim, who renames himself "Doctor Insanity". Though Twilight is quick to point out that he doesn't actually ''have'' a doctorate.
* MyBelovedSmother: Twilight edges toward this insofar as Spike is concerned. It almost comes to a head over Spike's feelings for Quinilla, but between being called on it by Apple Bloom and a talk with Rarity, she gets a grip.
* MyBiologicalClockIsTicking: Even though she's only thirty, Applejack is starting to feel old, and feels pressured to continue the family (even though Big Macintosh already has kids, she feels the need to have some herself).
* NiceJobBreakingItHero: [[spoiler: Rainbow Dash's attempt to get Pipsqueak to realize he's been ignoring Apple Bloom results in him dumping her.]]
* NiceJobFixingItVillain: If Diamond Tiara (who runs the airship company Pipsqueak used to work for) hasn't downsized the staff, Pipsqueak wouldn't have been free to become the test pony for Harmony Aeronautics.
** Also, in chapter 38 [[spoiler: Chrysalis]] manages to throw ponies off her trail, only to end up shooting herself in the hoof when she tries to avoid getting arrested for crimes committed by Diamond Tiara.
* NeverLiveItDown: InUniverse, Twilight refuses to let Trixie forget about the ursa incident.
* NobleDemon: Baron Redtail, who saves the Harmony team from the [=LaFish=] brothers not because he likes them, but because he doesn't want such underhanded tactics to disgrace his people's honor. And then he demands a duel with Soarin' as payment for saving him.
** Also, the Cloudsdale team may be jerks who are excessively rude to the Harmony Aeronautics team, but they still protect them from a riot in Cloudsdale (caused by the Wrong Brothers' actions) because they don't want anyone to interfere with the race.
* NoIndoorVoice: Fluttershy's dad, Hurricane, who shows up in Chapter 43 to congratulate Harmony Aeronautics on winning the royal charter and to apologize for the behavior of his fellow Cloudsdale citizens towards the non-pegasus contestants in the Pegathalon.
* NoodleIncident
** Diamond Tiara apparently pulled a really nasty prank on Silver Spoon at their senior prom, out of jealousy for Silver getting elected prom queen over her. According to Chapter 40, it was apparently so horrible and humiliating that it drove Silver Spoon to [[DrivenToSuicide try and drown herself in the river]].
** In chapter 38, mention is made of a "Sparkle Method", which Twilight apparently developed to tell if a pony is really a changeling in disguise. It's apparently very embarrassing and invasive.
** There's also Trixie's last few run-ins with the Elements of Harmony, mentioned in chapter 39. She tried to out-do Rainbow Dash as "the Awesome Trixie", tried to out-do Rarity as "the Fabulous Trixie", and got entangled with Fluttershy in a "magic rabbit incident" that lead to them having to clean mud and carrot juice off Trixie, and according to Apple Bloom "We were cleanin' lettuce outta th' rain gutters fer days."
** In Chapter 40, Luna remarks that she hasn't heard from Chrysalis since "that little fracas at Neighagra Falls".
** In Chapter 42, when Spike realizes he just teleported a bunch of thrown pies to Celestia, he comments that it's "the Great Sugar Cube Corner Frosting Fight" all over again.
* NonSequiturThud: Poor Applejack pulls off a few of these after getting clocked in the head by Shootin' Star during a bar-room brawl in Chapter 31.
--> "That's a fine bucket o' cranberries, prime minister. Have a baked accordion with yer sandwich, compliments o' the fire department."
* NothingPersonal: The [=LaFish=] brothers claim this right before attacking Pip and Soarin' during the Pegathalon.
* NotWearingPantsDream: Diamond Tiara has an inverted version of this in chapter 43; since ponies don't normally wear clothes, the Equestrian equivalent apparently involves being over-dressed for class rather than being naked in class.
* OOCIsSeriousBusiness: Rainbow Dash is highly confused when Soarin turns down the offer of free food to focus on training.
* OurDragonsAreDifferent: According to Twilight, due to dragons being magic creatures, their physical forms change based on their desires. As an example, she mentions a dragon who lived by himself in the middle of nowhere who grew a second head just so he'd have someone to [[TalkingToThemself talk to]]. This is also apparently why Spike has wings now when he didn't during his [[Recap/MyLittlePonyFriendshipIsMagicS2E10SecretOfMyExcess greed-induced growth spurt]]; he didn't want them back then, but has since learned to enjoy the concept of personal flight.
* OutOfCharacterAlert[=/=]SpottingTheThread: [[spoiler: Blueblood can instantly tell that Chrysalis is impersonating Diamond Tiara, since she's acting loving around him.]]
* OutOfFocus: Pinkie Pie and Fluttershy, once the Pegathalon starts up. Pinkie [[BreakingTheFourthWall comments on this]] during their cameo in chapter 37.
* OverlyLongName: Pinkie Pie's daughter, Tootselina Margaret Esmeralda Gummy Pie.
** There's also Peregrin Algernon Horatio Squeak, AKA Pipsqueak.
* [[OverprotectiveDad Overprotective Big Brother]]: Despite Applejack being 30, and Apple Bloom being somewhere in the low twenties with her own business, Big Mac is there to threaten potential suitors and prevent Apple Bloom from being alone with Pipsqueak, and generally disapprove of his sisters having relationships at all, while being married with two daughters himself.
* PaintingTheMedium – the story uses a lot of tropes from cartoon animation, even though they aren’t necessary in a written work. See the list of uses in [[http://tvtropes.org/pmwiki/discussion.php?id=3eyv2n9gasw90gzjdg226rfh this discarded YKTTW]], which includes “[Soarin’s] eyes faded out to X's”, description of “a grin, accompanied by a deep bass squeaky noise”, a PersonalRaincloud, and CirclingBirdies.
* ParentalAbandonment: Soarin was apparently given up by his parents as a foal, with the dialogue suggesting he was born to earth ponies. Because of this, he's quick to support Twilight and Rarity's project, in the hopes that it'll prevent the same thing from happening to others in the future.
* PersonalRaincloud: Applejack gets one when she's brooding after an argument with Soarin.
** Apple Bloom gets one at the Pegathalon contestants' party as Pip obliviously flirts with every mare there, and it only gets bigger the more it happens.
* PityTheKidnapper: See EvenEvilHasStandards.
* PlotArmor: The Flim-Flam brothers. Despite having been arrested several times, including being captured by an entire platoon of guards, being disqualified, losing all their equipment, and even losing each other nothing seems to so much as inconvenience them much less put them out of the race. [[spoiler: Their luck finally runs out in Canterlot.]]
* ThePowerOfHate: [[spoiler: The only thing keeping Diamond Tiara going after being left to die in the badlands by the changelings is the amount of hate she has for Apple Bloom, whom she blames for everything bad that's ever happened to her.]]
* ProudWarriorRaceGuy: Baron Redtail, with the implication that the species as a whole is this.
* PunchClockVillain: The [=LaFish=] brothers, who attack Pip and Soarin' during the Pegathalon but claim it's NothingPersonal, were paid off to do it by Diamond Tiara.
* RageBreakingPoint: Celestia finally has enough of the Flim-Flams' antics in chapter 33 and sends a battalion to arrest them.
* TheReasonYouSuckSpeech: In chapter 26, Twilight Sparkle calls out Apple Bloom on her bad temper over [[spoiler: her break-up with Pipsqueak]]:
-->"Maybe I don't have the deep understanding of romantic love that my sister in law does, but I've experienced it in other forms. Love between siblings, love between parent and child, love between friends. I think I've seen enough to draw some conclusions and be able to make some comparisons. All I see out of you now is jealousy and anger and selfishness. The last time I saw anything like that from you was on that terrible day when I inflicted that Want It Need It spell on you and your friends. You describe what attracted you to Pip in the most superficial terms. His looks, his charm, his teeth, his flanks. Here you are a full grown mare and you're still throwing a tantrum over a doll."
** Cherry Jubilee gives a gentler one to Diamond Tiara in chapter 35 over Diamond's paranoia.
-->"I'm hopin' yer just addled a bit in th' head from th' desert sun, 'cos if'n ya really think everypony's out t' git ya like that then yer a lot more pitiful than I thought."
** In chapter 36 Apple Bloom gives one to Twilight over her [[MyBelovedSmother possessiveness of Spike]], pointing out that maybe she's not the only pony who is too clingy.
* RescueRomance: Silver Spoon and [[spoiler: Snails]] ended up falling in love after he saved her from trying to drown herself on prom night as a result of the cruel prank Diamond Tiara pulled.
* RoyalWe: Blueblood uses it a lot.
* RuleOfThree: It takes three attempts for Twilight Sparkle to make working artificial wings. Of course, it takes a bit longer for her to figure out how to properly ''use'' them.
* RunForTheBorder: When Diamond Tiara hears that the [=LaFish=] brothers have been arrested, she realizes they'll squeal and implicate her, so orders the crew of the ''Ambrosia'' to change direction and head for Mexicolt. [[spoiler: This leads to her being captured by changelings and replaced by Chrysalis.]]
** After they're [[spoiler: disqualified and nearly arrested]], Insanity suggests this to Destiny. However, the Professor stubbornly refuses. [[spoiler: Otto, on the other hand, ditches them and makes a run for it himself.]]
* RunningGag: Pipsqueak's TwinkleSmile.
** Since the Pegathalon started up, we've had one of the BlackComedy variety; Celestia assigns one of her Royal Guards to escort (read: keep an eye on) Doctor Insanity and Professor Destiny, only for them to suffer some AmusingInjury as a result of something the brothers did.
** There's also, for a short while, ambrosia after Harmony Aeronautics' demonstration of the flight harness. Flim throws an ambrosia salad into Diamond Tiara's face when quitting his job. Blueblood then says that she'd like an ambrosia salad for breakfast the next morning, and the only airship that's able to follow the Pegathalon on such short notice is called the ''Ambrosia''. Becomes a BrickJoke in Part 38, where she's given ambrosia salad as part of a meal to help her recover from being lost in the Badlands.
** Celestia having {{Freak Out}}s over the Flim-Flams.
* SanitySlippage: Champion suffers from it as a result of [[TheChewToy everything he's been through]]. He gets better.
** Professor Destiny grows steadily more insane over the course of the story, finally hitting a full VillainousBreakdown during the last leg of the race. Ironically, he gets better afterwards.
* ScrewThisImOuttaHere: [[spoiler: When Destiny talks Insanity into continuing the race even ''after'' they're disqualified, Otto finally has enough of working for them and [[RunForTheBorder runs for Mexicolt]].]]
* SelfInflictedHell: Diamond Tiara's guilt-ridden nightmares in Chapter 43. On seeing them, Princess Luna decides that [[ThePunishmentIsTheCrime the spoiled princess has learned her lesson]] and lets her off with a firm warning.
* SequelEscalation: Unlike ''Windfall'', which was just a brief fluffy story showing how the Mane characters have branched out in their later lives, this story developed a long-running StoryArc with multiple subplots and somewhat darker themes, including actual antagonists. It also ended up being ''four times'' as long as ''Windfall'' (and that's just the chapter count).
* TheScapegoat: [[spoiler: Upon deciding that Diamond Tiara's suffered enough for her crimes, the princesses pin the blame for them on Chrysalis, who's already an enemy and easy to blame.]]
* SequelHook: [[spoiler:Chrysalis is still on the loose and has embarked on a scheme to replenish her strength by becoming a beloved foal actress.]]
* SheCleansUpNicely: The Apple sisters in their opera outfits, to the shock and joy of Pip and Soarin.
-->'''Pip''': …Good heavens, Miss Apple Bloom, you're ''beautiful''.
* ShipperOnDeck: Chapter 10 reveals that Fluttershy ships Apple Bloom and Pipsqueak.
** Rarity actively ships Apple Bloom[=/=]Pipsqueak and Applejack[=/=]Soarin. WordOfGod states that she's also been trying to pair Twilight up with anyone in Canterlot for years, but has had "a success rate that'd make Wile E. Coyote feel good about his record."
** Applejack and Soarin' end up playing matchmaker for Baron Redtail and Greta.
* ShipTease: Braeburn has developed a crush on Rainbow Dash. In chapter 34, he tells her about it, and she lets him down kindly (though hints that she might be interested at a less hectic point in her future).
* ShoutOut:
** Sweetie Belle is apparently playing Princess Celestia in Wagoner's ''[[Theatre/TheRingOfTheNibelung The Ring of the Neighbelung]]''.
** Twilight's test flights are right out of ''Film/IronMan''.
*** For another ''Iron Man'' shout out (this time for the [[Comicbook/IronMan comics]]), Diamond Tiara's secretary misstates Flim's full name (Flim Flim Flam) as "Fing Fang Foom".
** Two of Tootsie Pie's middle names are [[Discworld/CarpeJugulum Margaret and Esmeralda]].
** Pip Squeak's introduction in chapter 7 reveals he's living with his parents on [[Music/TheBeatles Pony Lane, between the barber shop and the fire station.]]
** We find that Flam Flim-Flam has dyed his mane and mustache black and changed his name to Professor Destiny, a nod to Professor Fate from ''TheGreatRace''. His sidekick Otto Bomb is pretty much a pony version of Professor Fate's flunky Max.
** Pip's compliment to Apple Bloom on her opera dress is a reference to Thomas Dolby's "She Blinded Me With Science".
** According to chapter 19, Diamond Tiara employs the legal services of [[MarxBrothers Flywheel, Shyster, and Flywheel]].
** With flying creatures of all types vying to join the Grand Pegathalon as of chapter 22, the story ends up turning into an homage to ''ThoseMagnificentMenInTheirFlyingMachines'' and/or ''TheGreatRace''.
** At the end of chapter 29, Blueblood tells [[spoiler: Chrysalis]], who he's discovered has [[spoiler: replaced his wife]], that it looks like "[[Film/{{Casablanca}} the start of a beautiful relationship]]".
*** And not too long before, in Chapter 28, Rarity raises surprise that Fancy Pants isn't getting in on the betting action. His response? "Why my dear Rarity, I'm shocked... shocked that you would insinuate such a thing."
** Applejack and Soarin' [[spoiler: get engaged]] in the middle of a fight, ala ''[[Film/PiratesOfTheCaribbeanAtWorldsEnd At World's End]]''.
** Strongheart has to convince one of her fellow buffalo that Flies Like Thunder isn't really a legendary buffalo messiah: "He's not the White Buffalo, [[Film/MontyPythonsLifeOfBrian he's a very naughty boy!]]"
** Apple Bloom remarks in Chapter 32 "[[VideoGame/TeamFortress2 I'm an engineer. I solve practical problems.]]"
** Flies Like Thunder and his companion Long Range are obviously based on Franchise/TheLoneRanger and his Native American companion Tonto, with the roles reversed.
** In Chapter 33, Destiny and Insanity accidentally set the Appleloosan jail-house on fire, and Austrian-accented Negasi Fleidermaus is tasked with escorting some of the prisoners out through the smoke. He tells his charges "[[Film/{{Terminator}} Come vith me if you vant to liff.]]"
** Also in Chapter 33, Sheriff Silver Star's deputies are Trigger and Nutmeg, AKA Nutsy. Nutsy and Trigger were two of the vulture {{mooks}} from Disney's ''Disney/RobinHood''.
** During their argument in chapter 35, [[spoiler: Chrysalis]] silences Blueblood by threatening to "[[Franchise/{{Alien}} crawl down [his] throat and burst out of [his] chest]]".
*** Alternately, it's a reference to a similarly graphic riff from ''Series/MysteryScienceTheater3000 The Movie''.
** Sir Concord is turned into a [[Literature/CharlieAndTheChocolateFactory blueberry]] (or [[StealthPun a grape, at least]]) by Poison Joke.
** In chapter 38 we encounter Sergeant Skyway of the Los Pegasus Police Department, whose cutie mark is a [[Franchise/{{Dragnet}} police badge with the number 714]].
** This [[Film/TheBluesBrothers familiar]] exchange between Insanity and Destiny in chapter 39:
-->'''Insanity''': It's several hundred miles to Canterlot. We've got two days worth of food and water, a dozen rocket engines, and when it gets dark, we'll be wearing sunglasses.
-->'''Destiny''': Hit it.
** In chapter 41, after all the mares give Soarin' good luck kisses for his duel with Redtail, Shootin' Star drolly comments "[[Film/CaptainAmericaTheFirstAvenger I ain't kissing ya.]]"
** Chapter 42, after slamming into a rainbow in Cloudsdale, Professor Destiny screams "[[WesternAnimation/TheSimpsons The goggles, they do nothing!]]".
*** Later in the same chapter, Celestia comments on how the Wrong Brothers' B.A.T. 20 was [[Film/IronMan built in a cave, with a bunch of scraps]].
** Chapter 44 features [[WesternAnimation/CatsDontDance an adorable filly actress named "Lollipop Dimples" who's secretly evil]] (in this case, it's because [[spoiler: she's Queen Chrysalis in disguise]]).
** Lulong the kirin has apparently spent his time since getting grounded in the Pegathalon "wandering the land meeting its ponies, doing good deeds, and [[Series/KungFu getting in the occasional kung fu battle with bandits]]."
** In Diamond Tiara's nightmare, it's pretty much clarified that the horrible prank she pulled on Silver Spoon at the prom consisted of [[Literature/{{Carrie}} dumping a bucket of spaghetti and marinara sauce on Silver Spoon's head from the rafters]].
* ShutUpHannibal: When the Wrong Brothers are in Cloudsdale, Professor Destiny starts giving a rant about how their flight harness makes them superior to the pegasi... only for an angry mob to start pelting them with pies.
* SlapSlapKiss: Soarin and Applejack, though it takes a while to get to the third part.
* SleepModeSize: [[spoiler:Queen Chrysalis, thanks to molting several times due to hunger,]] is now the size of a normal mare.
** And then, she [[spoiler: molts in order to escape]], leaving her filly-sized.
* SneezeCut: As Diamond Tiara in chapter 32 [[spoiler:wills herself away from the brink of death with the power of her hatred of Apple Bloom]], Apple Bloom sneezes. She blames the dry desert air.
* SomethingElseAlsoRises: Soarin apparently gets a [[Memes/MyLittlePonyFriendshipIsMagic "wingboner"]] on seeing Applejack in her opera outfit. Pipsqueak manages to get one in chapter 16, after getting a SmoochOfVictory from Apple Bloom for helping put out a fire, and his wings aren't even real!
* SouthernBelle: Quillina comes off as this, primarily due to her accent.
* SpitTake: Soarin's reaction to reading about Twilight entering the Harmony Harness in the Grand Pegathalon in chapter 21.
** Rainbow Dash has this reaction to hearing a fainted Braeburn call her name in chapter 33.
* StealthHiBye: Snips, who's one of Rarity's assistants, does this in chapter 11; Twilight points out that it has none of the tell-tale signs of teleportation, he just appears. WordOfGod says that he still maintains an interest in stage magic, making clothes with trick sleeves and secret pockets.
* SurferDude: The Los Pegasus team in the Pegathalon, in contrast to the Canterlot team, who are members of an elite flying club and act more like polo players (meaning sophisticated and stuck-up).
* SycophanticServant: Flam's assistant Otto.
* SympathyForTheDevil: Diamond Tiara nearly drove Silver Spoon to commit suicide with her cruel prank on prom night. Despite this, Silver Spoon still cries when she reads the news article covering Diamond's kidnapping.
* TakenForGranite: Sir Charger, by a cockatrice. Fortunately, the doctors in Canterlot are able to save him.
* [[TakingTheBullet Taking the Hooves]]: [[spoiler:A second after he accepted her marriage proposal,]] Applejack shoves Soarin aside and gets nailed on the head by his ex-teammate Shootin' Star. Soarin...[[BerserkButton is]] [[CurbStompBattle displeased]].
* TalkingInYourSleep: As she's awakened by a phone call at the start of Chapter 25, Rarity mutters "Opal, put down that xylophone, Mommy still has the frogs to let out..."
* TastesLikePurple: When Pipsqueak is hired as Twilight and Rarity's test pilot, Twilight performs a few magical tests on him as part of a physical. One of these is scanning him with magic and asking him what color he tastes afterwords.
-->"Um…blue?"
* ThatManIsDead: Flam refuses to be referred to by his birth name and insists on being called "Professor Destiny". Flim follows suit when he decides to ditch Diamond Tiara and Prince Blueblood and stand by his brother in chapter 20, renouncing his name and calling himself "Doctor Insanity".
* ThemeNaming: So far, all griffons introduced in the story have names that start with G. This is based on the fact that they only two to show up so far in canon (Gilda and Gustave Le Grand) are named likewise.
* TitleDrop: In the very last line of the final chapter, after Applejack and Soarin's wedding: "'''Earth and Sky''' were joined together in love, joy, and harmony."
* TooDumbToLive: Flam tries to bring down Harmony Aeronautics with a magic-seeking rocket. Then seconds later he ''uses magic'' to levitate a telescope so he can see the explosion. Suffice to say he gets a very good view of the explosion.
** He also insists on flying through a dust storm in the desert, even when Flim advises against it. [[spoiler: They end up crashing because of it.]]
** Then after Otto engineers a miraculous escape from the Royal Guard, Flam manages to convince Flim to keep competing even though they are ''disqualified fugitives''. [[spoiler:This is the final straw for Otto, and he leaves the brothers to run for the border.]]
** Now for an example from someone else: in chapter 38, [[spoiler: Chrysalis, disguised as Diamond Tiara, is about to be arrested for Diamond's crimes. Chrysalis tries to prove her innocence by revealing she ''isn't'' Diamond Tiara... and is instantly arrested for ''being a changeling''.]]
* TookALevelInJerkass: Scootaloo, during the party before the Pegathalon. She asks Pip to dance without asking Apple Bloom if it's okay and then when she objects, actually sneers at her and mocks her for being jealous. Considering [[GreenEyedMonster Apple Bloom's attitude with Pip so far in the story]] it's not a surprise when it ends badly; Apple Bloom actually ''tackles her'' and the two of them start fighting in the middle of the dance floor. Thankfully, Twilight intervenes and teleports them onto the roof, where Scootaloo realizes what she did and apologizes.
** Diamond Tiara was a pretty unpleasant little filly in canon, but at least she seemed to genuinely care about her friend Silver Spoon and her father Filthy Rich. In chapter 32 it's revealed that she ruthlessly kicked her father off of his own company's board sending him into early retirement and humiliated Silver Spoon with a cruel prank in high school after Silver Spoon was voted prom princess over her.
* TrainStationGoodbye: A happier version occurs between Applejack and Soarin in chapter 34.
* TraumaCongaLine: Poor, poor Celestia.
* TrueCompanions: Flies Like Thunder and his Pegasus wing-mate, who've been together for years.
* TwinkleSmile: Seems to be a RunningGag with Pipsqueak.
** Tellingly, [[spoiler: after he breaks up with Apple Bloom, it stops doing this. It comes back when they get back together.]]
* UndisclosedFunds: In chapter 44, Quillina offers to invest quite a bit of money in Harmony Aeronautics. A sum big enough to make Rarity foam at the mouth and faint.
* UnknownRival: While Apple Bloom knows Diamond Tiara doesn't like her, she's likely not aware that Diamond Tiara considers them to be ''archenemies''.
* VillainEpisode: There are a few chapters that feature only Diamond Tiara, the Flim-Flams, and/or [[spoiler: Blueblood and Chrysalis]].
* VillainousBreakdown: Diamond Tiara's reaction to all of her schemes falling apart, [[spoiler:being kidnapped by Changelings, and being left to die in the badlands after even the Changelings can't stand her]]. She is so broken down at the end of it that the only thing keeping her from succumbing to death is her hatred of Apple Bloom and her stubborn refusal to let her rival win by default. [[spoiler: She starts to get somewhat better after her life's saved.]]
** Professor Destiny completely loses what sanity he had left after he and his brother are [[spoiler: disqualified from the race]]. He becomes determined to finish the race no matter what, and basically turns their flight harness into a weapon and the race into a suicide run, not even caring when they're about to hit the shield covering Canterlot. [[spoiler: They survive, and it seems he finally had some sense knocked into him.]]
* VillainousBSOD: Diamond Tiara seems to have slipped into one following her above-mentioned breakdown.
* VillainousCrush: Blueblood on Rarity, something [[spoiler: Chrysalis]] gets him to admit to.
* VillainTeamUp: [[spoiler: After Blueblood discovers that Chrysalis has replaced Diamond Tiara, he talks her into a deal; he'll stay quiet about it, so long as she helps him gain power of attorney over the real Diamond's fortune.]]
* WackyCravings: A [[AddedAlliterativeAppeal pregnant Pinkie Pie appears to prefer pickled peppers.]]
* WackyMarriageProposal: [[spoiler: Applejack and Soarin']] get engaged in the middle of a BarBrawl.
* WartsAndAll: In chapter 21, Luna admits the legendary Pegasi who first flew what would eventually become the Grand Pegathalon were just a couple of overzealous young stallions looking to impress folks, especially the mares.
-->'''Twilight Sparkle:''' It always amazes me, Luna, when you or your sister talk about figures out of history and legend like they're just ponies.\\
'''Princess Luna:''' They ''were'' just ponies, Twi. Just as wonderful and terrible and gifted and flawed as any pony living today.
* WaxingLyrical: In Chapter 43, Princess Luna paraphrases .38 Special when she offers Apple Bloom advice in her relationship with Pipsqueak: "Hold on loosely, but don't let go, sweetheart."
* WeaksauceWeakness: Lulong the kirin hovers all the time because he loses his powers of flight for a thousand and one days if he so much as touches the ground.
* WeNamedTheMonkeyJack: "Gummy" is one of Tootsie's middle names.
* WeWillMeetAgain: After Flam's initial attempt at sabotaging Harmony Aeronautics fails spectacularly and he retreats, he runs into Pinkie on her way to Sweet Apple Acres. After forcing his way through a conversation with her, he subtly swears to come back and try again. Pinkie being Pinkie, she doesn't get the point.
* WhatIsThisThingYouCallLove: In Chapter 41, Baron Redtail is outraged to find himself falling in love with his servant Greta, as it's causing serious conflict with his idea of honor.
* WontTakeYesForAnAnswer: In Chapter 16, Soarin was clearly expecting the Pegasi of Ponyville to take the invention of the flight harness as badly as Rainbow Dash did initially... fortunately, that doesn't seem to be a problem.
* WorthyOpponent: Baron Redtail views Soarin' as a potential one, which is why he asks for a duel as payment for saving him from the [=LaFish=] brothers.
* YeOldeButcheredeEnglishe: Used by Sweetie Belle in Chapter 2 to get Bobbin (one of Rarity's hired help) to help her down to the ground, as she was dressed up as Princess Celestia and hanging in the air by harnesses.
** Luna's learned how ''not'' to do this, but still slips into it on occasion: first, when she's so touched by Harmony Aeronautics renaming the flight harness after her, second, when she's shocked awake by Celestia's BigWhat listed above, and third, during Celestia's second FreakOut. Basically, it seems it's still how she would talk naturally, but she's developed a more modern--if still off by a couple decades--form of speech in to fit in.
** ''Celestia'' slips into this during her last couple of {{Freak Out}}s, which just goes to show how upset the Wrong Brothers have made her.
* YouAreBetterThanYouThinkYouAre: Soarin gives a speech along these lines to pull Pip out of his HeroicBSOD.
* YouExclamation: Silver Spoon, when Diamond Tiara shows up at her home [[spoiler: to apologize to her]].
* YoureInsane: Apple Bloom's commentary upon running into the Flim-Flam brothers again. This is what inspires Flim to rename himself "Doctor Insanity".
** Apple Bloom delivered a similar judgement in a more lighthearted tone when Twilight and Rarity presented her with the flight harness prototype[=/=]blueprints in Chapter 3, followed by a cheerful "I can't wait t' get started!"
* ZeroPercentApprovalRating: Diamond Tiara is hated by ''everyone'', from her employees to her husband. Even her former best friend Silver Spoon, along with ''every other pony in their high school'', turned their backs on her after she engineered some form of public humiliation for her…[[EvilIsPetty all because she didn't get prom princess.]] [[spoiler: When Chrysalis replaces her, the best she can feel is tolerance, which is as edible to her as Styrofoam.]]
** In the end, [[spoiler:Diamond resolves to fix this and find somepony who will truly love her and whom she can truly love in return.]]

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