[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/castle-mane-ia_640.jpg]]
[[caption-width-right:350:[-"[[VideoGame/CastlevaniaSymphonyOfTheNight What is a man?]]" "I don't know. Keep researching."-] ]]

->'''Applejack:''' Do you think there's a single room in this castle that ''isn't'' filled with terrifying things?

->Written by Josh Haber

Twilight Sparkle has combed through every last book in Ponyville, looking for any information she can find on [[Recap/MyLittlePonyFriendshipIsMagicS4E2PrincessTwilightSparklePart2 the mysterious chest from the Tree of Harmony and the keys to unlock it]]. Before she runs out of ideas, Spike belches up a letter from Princess Celestia directing her to the ancient ruins of her and Luna's former castle in the Everfree Forest to look for a book that could help with her research. Spike would much rather stay out of the creepy castle, but Twilight is so excited to be reading in the princesses' old library that she pays no heed to the spooky surroundings.

Meanwhile, Applejack and Rainbow Dash's latest dare competition has come down to a tie. After their scorekeeper Pinkie Pie leaves to test Ponyville's new school bell for the week, Applejack comes up with a tiebreaker challenge -- in the ancient castle. Applejack tells Rainbow Dash an old pony's tale: before Nightmare Moon was banished, a bit of her dark magic was left behind to haunt the castle halls at night as... ''the Pony of Shadows!'' The two decide that the one who can stay in the castle the longest without being scared away by the dark presence will be the winner.

As ''this'' goes down, Rarity brings Fluttershy and Angel to help her collect and restore some old tapestries from -- [[RuleOfThree you guessed it]] -- the ancient castle. While fidgeting behind a giant drape, Fluttershy stumbles upon a rotating wall and winds up in front of Applejack and Rainbow Dash just as a long, cloaked shadow looms over the pair, scaring them deep into the castle halls with her muffled cries. The wall spins back around and Fluttershy and Rarity reunite, only to fall straight down a trapdoor accidentally tripped by Angel.

As the two frightened pairs continue stumbling into secret doors and hallways, Angel finds Twilight and Spike reading in the library, startling Spike into activating another hidden passage. They find a room housing the book from Celestia's letter: her old journal. Twilight dives nosefirst into the book, eager to know what secrets it may hold. One of these secrets is a trick pipe organ, which the ponies begin to hear being played by a mysterious cloaked figure. With each key pressed, the figure activates even more traps that Applejack and Rarity fall into, separating the girls.

Scared out of their wits, Applejack, Rarity, Fluttershy, and Rainbow Dash all back into each other while trying to get out of the castle, which sends them into a panic. Their clamoring alerts a nearby Twilight, who manages to calm them down by freezing them in place with a spell. Suddenly, the girls hear the ominous sound of the pipe organ and follow it to find what they think is the Pony of Shadows. Since Twilight has read up on all the castle's secrets from Celestia's journal, however, she is unafraid of the hooded figure and uncloaks it to reveal...''Pinkie Pie''?!

It turns out that after Pinkie finished ringing the school bell (with her head), she went into the Everfree Forest to pick some flowers for a party, only to spot her friends going into the ancient castle for a "party" of their own, so she decided to help by playing some music. Twilight admits that while she couldn't find anything about the chest, she's glad to have helped her friends. Inspired by Celestia's journal, the girls decide to keep a journal of their own so they can keep track of what they've learned. They then laugh off the tale of the Pony of Shadows into the night, never once noticing the eerie, glowing-eyed shadow looming outside the room...

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!!Tropes:

* {{Adorkable}}:
** Twilight once again shows this best when she lays eyes on the library in the castle. She can now {{Squee}} in three dimensions.
** Rarity also has her moment over the ancient tapestries.
* AdultFear: Fluttershy getting separated from Angel and going over all the terrible things that could happen to him in the castle. Then she watches a pillar fall on the silhouette of what she thinks is Angel (it's just two leaves and a rock)...
* AnAesop:
** The girls learn to never let their imaginations get the better of them.
** They also discover that if they learn from the past, they can more easily solve their problems in the present.
* AlwaysNight: Apart from when Twilight and Spike enter the castle in the day, it goes from sunset to night once all the ponies have gathered in the castle.
* ArsonMurderAndJaywalking:
** As the organ triggers various secret passages, Applejack is swapped for a statue, Rarity is tossed outside by Luna's throne, and a bowl of carrots pops up in front of Angel.
** Later, when the girls are all separated, they all scream at terrifying things: Rainbow Dash at the scary suit of armor Applejack is swapped with; Applejack at a dragon statue on an outdoor ledge; Fluttershy at suddenly being alone; and Rarity at the bit of tapestry she accidentally ripped off.
* BigWordShout: Twilight shouts "Stop!" as her friends are aimlessly panicking about nothing, punctuated by a spell that freezes them all in place.
* BlackComedyBurst: In the scene where the ponies are panicking, Fluttershy sees what she thinks is Angel getting crushed by a falling pillar when it's clearly just a couple of rocks and leaves, and hastily tries lifting the pillar before Applejack jumps on top of it and flattens "Angel" some more.
* BlatantLies: Applejack and Rainbow Dash repeatedly deny being scared right after running away screaming from what they think is the Pony of Shadows.
* BoobyTrap: They were installed so the Princesses could play around with each other.
* BookcasePassage: Celestia and Luna's old castle has ''a lot'' of these. All three groups (Twilight and Spike, Fluttershy and Rarity, Applejack and Rainbow Dash) stumble across or fall victim to them.
* ByTheLightsOfTheirEyes: Briefly, when Rarity is in the dark.
* CallBack:
** This episode picks up right where the [[Recap/MyLittlePonyFriendshipIsMagicS4E2PrincessTwilightSparklePart2 previous episode]] left off, kicking off with Twilight looking for information about the chest with the six locks.
** Applejack and Rainbow Dash still have their rivalry from [[Recap/MyLittlePonyFriendshipIsMagicS1E13FallWeatherFriends "Fall Weather Friends"]].
* CardboardPrison: The "cell" that Rarity and Fluttershy land in after falling through the trap, since the means to open the cell can be easily gotten at though the hoof-hole in the wall. Assuming you think to stick your leg through whatever hole in the wall you see. Judging from the hash marks scratched into the wall next to the hole, at least one previous occupant was a bit slow to catch on.
** Possibly justified, as it's indicated that the various traps were made by the sisters to have fun. So it makes sense that whoever made up that particular one would think to have a way to allow a pony to get out. It's possible the scratch marks were from the first "prisoner" who took awhile to figure it out, or some unlucky pony unfamiliar with the Princess' games that got caught in it.
* CarryTheOne: Pinkie carries the ''two'' when calculating AJ's and Dash's score. Not that the paper she scribbles on shows anything meaningful...
* TheChewToy: While very little happens to Twilight, Spike seems to take the brunt of the various scares around their pairing scenes, being scared by the castle's surrounding, being scared by Angel, getting hit on the head by debris, and being launched by a floor plate at the very end while no one, save AJ, bats an eye.
* ConspicuousCGI: The hallway Applejack and Rainbow Dash run through.
* ContinuityNod:
** The old altar for the Elements of Harmony first shown in [[Recap/MyLittlePonyFriendshipIsMagicS1E2ElementsOfHarmony the pilot]] can be seen as Rarity and Fluttershy approach the castle, and again in the background when Applejack and Rainbow Dash come in.
** And before that, they cross the bridge that Rainbow Dash raised.
** Rarity and Fluttershy walk past the staircase leading to [[Recap/MyLittlePonyFriendshipIsMagicS4E2PrincessTwilightSparklePart2 the Tree of Harmony]].
** When trying to scare Rainbow Dash, Applejack does the save hoof waving and scary noises as Rarity did to her from [[Recap/MyLittlePonyFriendshipIsMagicS1E8LookBeforeYouSleep "Look Before You Sleep"]].
** The portrait with the moving eye is the same one from [[Recap/MyLittlePonyFriendshipIsMagicS2E24MysteryOnTheFriendshipExpress "MMMystery on the Friendship Express"]].
** The throne room is the same one shown in the previous two episodes, with the same damage that Luna/Nightmare Moon caused to it (blown-out window, crushed wall, etc).
* ContrivedCoincidence: The ponies (either alone or in pairs) all decide to visit the old castle for different reasons at the same time. Becomes a mass of coincidences once all the ponies are in the castle, for example Rarity reaching through the hole to accidentally grab Rainbow Dash.
* CutawayGag: Pinkie says she can't imagine why her testing of the school's new bell was cut short. We immediately cut to show [[HardHead exactly why.]]
* DepartmentOfRedundancyDepartment: "Retro-ancient classical will be all the rage next season."
* {{Determinator}}: No bobby trap or scary scenery can stop Rarity from getting those tapestries.
* DramaticIrony: See BlackComedyBurst above; the audience knows full well Angel's fine and saw the rocks form to look like him.
* DramaticThunder: A frequent occurrence once the ponies enter the ancient castle.
* DurableDeathtrap: Despite being the site of a violent battle prior to a thousand years of neglect, all the traps and secret passages still work. Subverted with the deathtrap part though; they're not meant to hurt anyone. Presumably they're there in the first place because of Celestia's proclivity for pranks.
* TheEndOrIsIt: The Pony of Shadows seems to be RealAfterAll.
* EverythingsWorseWithBees: Applejack and Rainbow Dash try to top each other in bravery with a staring contest... [[EddieIzzard covered in beeeeeees!]] Luckily, they're both wearing beekeeper suits underneath.
* FairPlayWhodunnit:
** The viewer is shown the reason for all the spooky events that occur to the ponies, typically preceding the scare scene with a scene showing how another pony triggered it such as Fluttershy getting caught in the banner when the wall turns, resulting in Applejack and Rainbow Dash believing they are seeing a ghost). The Princesses' diary about the castle even shows how the organ played into many of the traps in the castle.
** Even the identity of the fake Pony of Shadows is fairly obvious, not only for the complete lack of Pinkie through the bulk of the episode, but by the color of the eyes from the PortraitPaintingPeephole.
* FalseReassurance: When Spike is scared by the noises coming from the castle, Twilight assures him that it's just the castle falling apart from a thousand years of neglect. Ironically, when Twilight and he hear the others screaming outside the room they're in, Spike repeats what she had told him, only for ''her'' to brush it off as sarcasm.
* FantasticLightSource: Rarity uses her unicorn magic to put a glow on the tip of her horn to light up a darkened room.
* FeatherFingers: Sort of. Rainbow Dash covers her face with her wings, but spreads her pinion feathers, evoking the image of peeking through her fingers.
* FreezeFrameBonus:
** When Rarity and Fluttershy are trapped in the pit, there's a series of marks in the wall [[FridgeHorror like somepony else was checking off the time they were trapped in there]]...
** While Rarity is appreciating the sun and moon banners you can see that the moon banner is mostly intact whereas the sun one is clearly damaged. Luna tried to make a point, perhaps? Or foreshadowing that the Pony of Shadows is more than just an old mare's tale?
* FurryReminder: A very subtle one. Equines triggered into a state of fear and panic become uncontrollably filled with adrenaline, and hardly cognizant of anything they're about to run into. This behavior gets exploited for comedic effect especially with Applejack and Rainbow Dash crashing around the old castle and/or each other.
* GilliganCut: Fluttershy worries than Angel might be trapped somewhere without food or water. Cut to Angel eating bowls of carrots and drinking from a fancy goblet while Twilight reads the Princesses' diary.
* HauntedCastle:
** The ponies believe Celestia and Luna's old castle to be haunted by the Pony of Shadows. It's not... or is it?
** Haunted or not, most of the castle appears to have been deliberately built as a carnival funhouse, with all the trappings of a typical HauntedHouse.
* TheHeartless: The Pony of Shadows is supposedly born of a small fraction of Nightmare Moon's dark essence.
* HereWeGoAgain: Applejack and Rainbow Dash come to the castle as a tiebreaker for their dare challenge. After the whole Shadow Pony fiasco, Pinkie points out they're still tied, and their competitive spark returns.
* HypocriticalHumor:
** Spike dismissing shadow ponies as being ridiculous when he was nearly killed by [[LivingShadow King Sombra]] last season.
** Twilight chastises Spike for his perceived sarcasm, even though she is often quite sarcastic herself.
* InelegantBlubbering: Rarity near the episode's end. It starts as the large tapestry she and Fluttershy tried to move earlier falls from the wall and onto her, and when Twilight, Spike, and Angel come into the main hall to see the others panicking she's sitting underneath it, bawling.
* InstantExpert: Pinkie Pie. Edges into FridgeBrilliance when you realize that she's already demonstrated proficiency with numerous other instruments (simultaneously), so it's a JustifiedTrope that she could learn how to play an organ quickly.
-->'''Pinkie Pie:''' Hey you guys, did you know I could totally play the organ? Because I didn't!
* MissedHimByThatMuch: The ponies nearly run into each other at various points. It's only near the end of the episode that they find each other.
* NightmareFuelStationAttendant: Celestia and Luna (mostly Luna) designed their castle with disembodied pony legs holding torches, scary pony armor, trap doors every which way, and an OminousPipeOrgan for no apparent reason other than they thought it was fun.
* NothingIsScarier: The Pony of Shadows apparently ''is'' RealAfterAll, but we don't see much of it save for a shadow with glowing yellow eyes.
* OminousPipeOrgan: The Pony of Shadows is shown to be playing one. Certain keys on the pipe organ appear to control the openings of [[SecretPath the secret passage ways]]. After Pinkie is revealed to have been the Pony of Shadows, she starts playing a more cheerful tune, and the organ itself curiously changes tone to a decidedly-less-ominous electric organ.
* TheParalyzer: Twilight Sparkle uses her telekinesis to this effect, freezing all her panicking friends in place while allowing their eyes and mouths to move.
* PortraitPaintingPeephole: The eye of a painting follows Rainbow Dash and Applejack as they run through the hallway.
* RealAfterAll: The Pony of Shadows does seem to exist, not that the girls ever get to know that...
* RedHerring: Star Spider Season. The spiders just add to the spooky environment of the castle. Their prominence and the mention of it being their season have nothing to do with the plot of the episode.
* TheReveal: The cloaked pony following everypony else and trapping them is actually Pinkie. [[RealAfterAll At least, they]] ''[[RealAfterAll think]]'' [[RealAfterAll it is...]]
* SayMyName: "AAANGEEELLLLLL!!!"
* ScareDare: The whole reason Applejack and Rainbow Dash are in the castle is so they can prove which one of them is the most daring pony.
* [[ScreamsLikeALittleGirl Screams Like a Little Filly]]: Applejack and Rainbow Dash let out high-pitched shrieks when they first lay eyes on the Pony of Shadows, distinct from their usual deep and raspy screams, respectively.
* SecurityCling: ''Everypony'' clings to Twilight when they hear the OminousPipeOrgan after regrouping.
* ShaggySearchTechnique: How Applejack, Rarity and Rainbow Dash find out about the secret passageways.
* ShoutOut:
** The title is one to the video game series, ''Franchise/{{Castlevania}}'', in that the oft-repeating antagonist was Dracula, the Lord of Shadows. Also, Twilight's Freeze spell is almost similar to St. Germain's Time Stop magic from ''VideoGame/CastlevaniaCurseOfDarkness'', but without the time stopping.
** A hooded figure in the basement playing a pipe organ, and Twilight's sneaking up to unveil it is evocative of ''Film/ThePhantomOfTheOpera1925''.
** The Hall of Hooves [[http://derpiboo.ru/489596 appears to be based on a set]] from an old ''Film/BeautyAndTheBeast'' film from 1946.
* {{Squee}}: Twilight's reaction to the ancient library.
* StaringContest: Rainbow Dash and Applejack are seen having one. While covered in bees.
* StockSoundEffects: When Rainbow Dash flees in panic when the four bump back into each other, she ricochets around the main hall with sounds of a pinball machine in the background.
* SynchronizedSwarming: No geometric shapes nor letters, but when the beekeeper retrieves his bees, they do follow him as a single airborne blob instead of scattering.
* TemptingFate: Rarity says "we must use the utmost care--" and then she and Fluttershy fall into a hole.
* ThirdLineSomeWaiting: Twilight and Spike get the short end in this episode, just hanging out in one room while the others get up to fun antics.

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->''[[{{Creepypasta}} THEN WHO]] [[RealAfterAll WAS PONE?]]''
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