Lyra is performing in a public park in Ponyville when she hears another pony walk up next to her. The other pony begins to perform, and Lyra realizes that it's Octavia Philharmonica, her mentor from the music academy. The two of them finish the performance in an improvised duet that gets a standing ovation from the crowd.
Octavia and Lyra catch up at a restaurant, where Lyra introduces Octavia to Bonbon, Trixie, and the Doo family. Octavia reveals that she's still a freelance musician, who hasn't yet obtained a full-time orchestra position or a permanent patron. She is pleased to note that Lyra is also getting gigs. As for the others, Octavia gets on well with the Doos, and the two musicians offer to record them some music. She doesn't like Trixie nearly as much, addressing her by her hated last name, but says that she will be nice to Trixie since Lyra vouches for her.
Later, Trixie tells Lyra to be careful — Octavia knew her full name, which she rarely uses and which implies to her that Octavia was 'briefed' on her. Lyra tells Trixie not to worry, and then goes to meet Octavia again. Octavia greets Lyra and tells her that she has a chance to play at the Song Cycle Extravaganza, a massive concert event that lasts for months and, this year, is structured around the lyre. The catch is that Lyra will have to stay in Canterlot for the entire Cycle. Lyra eagerly wants to take the opportunity, only asking for a few days so that she can clear her schedule.
The next day, all of Lyra's friends support her going, except for Trixie, who still thinks that it's some kind of trap. She asks Lyra to find out where she's supposed to stay. Lyra goes to the recording session at Vinyl Scratch's studio, and asks Octavia, who eventually tells her that a Duke Greengrass is handling the accommodations. This sounds find to Lyra, and the two of them record for a few hours.
Later that day, Trixie and Lyra talk again. Trixie warns Lyra that Greengrass is extremely ambitious and unscrupulous, and he's not at all opposed to using ponies to get what he wants and then discarding them once they aren't useful to him anymore. Lyra is frustrated, and says that Trixie is just trying to stop her from having a successful career. Trixie says that she (Trixie) could set up Lyra with a better show, but Lyra points out that the Cycle is so grand that Trixie could never match it. She accuses Trixie of being manipulative. Trixie responds that being really manipulative would be spreading rumors that Lyra flakes on her concerts, which would damage her career. She realizes that she's gone too far, but Lyra won't hear it and storms off in anger.
That night, Lyra goes to Octavia to try to decompress as Trixie struggles to find some way to keep her in Ponyville. Octavia plays beautiful, relaxing music for Lyra, which almost lulls her to sleep. When she's done, she again pushes Lyra to perform at the concert, and this time Lyra says yes. Meanwhile, Trixie fails to get Raindrops and Carrot Top to help convince Lyra to stay in the town. She manages to get Lyra assigned to census duty (which would force her to remain in Ponyville until after the Cycle had already begun), but when she goes to tell Lyra, Octavia intercepts her. Even when invisible and inaudible, Trixie cannot sneak around Octavia (who has incredible hearing and can detect, from the way the echoes in the room are distorted, Trixie's position), and Octavia bucks Trixie whenever she tries. Eventually she manages to stun Trixie long enough to seize the census paper and rip it up, saying it's obvious lies. Trixie slinks away in defeat, but resolves to try one more time, because she doesn't want Greengrass to hurt her friend.
Lyra goes back to Bonbon's home to go to bed, but Trixie demands to talk to her. After an argument, Lyra accidentally slams the front door on Trixie's leg. Trixie doesn't complain but just begs Lyra for a few minutes, and Lyra finally accepts. Trixie goes over the oddities of Octavia's request (no rehearsal, no notice, etc.) This doesn't convince Lyra, who comes up with legitimate explanations for all of those things. Trixie tells Lyra that she'll talk to Octavia again; if Lyra eavesdrops, Trixie will try to get her to confess to manipulating Lyra for Greengrass. Lyra, moved by Trixie's desperation, agrees.
Trixie invites Octavia to her home, where she tries to manipulate her into confessing. Unfortunately, Octavia is able to hear through her illusions (such as the echoes of the room not matching up with the illusory furnishings Trixie created). After confirming with her hearing that no one else is in the room, she mocks Trixie for her delusions of grandeur. Trixie fails at getting anything incriminating until Octavia is about to leave, when Trixie manages to anger her by acting like she's the reason Octavia's in town and Lyra doesn't matter. Octavia finds this offensive snaps that members of the Court are scared that Luna will hold the Elements hostage unless the nobles do what she wants, and that Trixie can't lead the Elements well and will fail if Corona comes back. They want the Elements for safety and their own political careers. She explains that Greengrass orchestrated everything, including having the Cycle be based around lyre music and chasing off other musicians until there was an opening for Lyra. When Trixie asks why Octavia is doing this, Octavia tells her that she could never understand. She rants about how she worked very hard and perfected her craft, but still couldn't get any good concerts until she found a political sponsor. Greengrass was willing to offer her what she desired, so she sold out Lyra to him. She tells Trixie that Lyra will thank her someday, because she'll have Greengrass as a patron too and he can get them whatever they want.
When Octavia leaves, Trixie goes to a tin-can telephone that she'd concealed on her desk. Lyra had been using it to listen in without being in the room (if she'd been there, Octavia would have heard her breathing). Lyra comes back in, having heard everything, and collapses in tears.
After Trixie and Lyra reconcile, Trixie says that, if Lyra just refuses to play at the Cycle, she wins. Octavia will be forced to leave in disgrace, and Greengrass will likely think she betrayed him and ruin her career. Meanwhile, Lyra will be fine. Despite everything, Lyra doesn't want to see Octavia hurt like that — they had been extremely close at the academy, and Octavia helped Lyra become a capable and brilliant musician. She knows that Octavia loves to perform and dreams of someday playing for Luna Herself, and doesn't want to destroy that dream. She begs Trixie to find some way to save both of them, and after a few moments, Trixie comes up with a plan.
The next day, Octavia meets Lyra at her house to take her to Canterlot. As they leave, though, Lyra is arrested by a disguised Raindrops. Dragged to court, Lyra and Octavia both demand to know what is going on, but Raindrops won't say. She leaves, and a drunken Trixie comes in. Trixie claims that she didn't want to let Lyra, one of her few friends, leave her, so she wrecked Carrot Top's farm and framed Lyra. Lyra will have to stay in Ponyville for the trial and/or jail sentence. Octavia protests, but she can't do anything. When Lyra is dragged into the courtroom, a frantic Octavia runs to try to get her help.
Once Octavia leaves, everyone laughs — it was all a set-up that everyone but Octavia was in on. Trixie didn't wreck anything (although she did get drunk), and Octavia herself will insure that everyone knows that Trixie is forcing Lyra to remain in Canterlot. This gets Lyra out of the concert, and Octavia off the hook for not bringing her back (since Lyra is unavailable for a reason that isn't her fault).
Much later, Octavia finds Lyra at the train station. Lyra tells Octavia that they know everything. She also gives Octavia a story that, combined with court documents that Cherilee filled out and the story that Octavia herself was telling the town, will hold up and prevent Greengrass from blaming Octavia and striking back at her. Octavia, upon learning that the trial was bogus, begs Lyra to come back to Canterlot with her, for Octavia's sake if no one else's. When that fails, she begs forgiveness. Lyra can't forgive her, and just tells Octavia that she's to leave town immediately. Octavia warns her that Greengrass and other nobles will keep trying, and will resort to cruder methods if nice ones don't work. Lyra doesn't care. She leaves the train station, leaving behind a distraught Octavia.
On the train, Trixie approaches Octavia and tells her that she's to spy on Greengrass for her, or she'll let it be known that the real reason Lyra didn't go to Canterlot was that Octavia screwed up. Octavia can't object.
Later, Trixie writes a letter to Luna warning her about Greengrass and asking for clemency for Octavia. Lyra and Trixie chat, and Trixie mentions that she's been stuck with the census work she tried to swindle Lyra into doing. Lyra offers to help Trixie when her concert is done. The two friends smile and leave to go to the park — Lyra has another concert, and she doesn't want to disappoint her audience.
- Note: first reference to Duke Greengrass. First appearance of Vinyl Scratch. First speaking appearance of Octavia Philharmonica.
The fic provides examples of:
- Anti-Hero: Trixie shows shades of this, particularly when she confesses that, yes, she had considered using the threat of ruining Lyra's reputation to prevent Lyra from going to Canterlot.
- Broken Pedestal: Octavia
- The Con: The staged court scene.
- Conspiracy Theorist: Trixie. And she's right.
- Elegant Classical Musician: Lyra and Octavia.
- Foreshadowing: Octavia mentions that nobles and other groups will try again, with agents that don't have Octavia's scruples. A couple episodes later, we see Parley and his thugs, and one episode after that, Flim and Flam.
- Octavia's dream to play for Luna is also introduced here.
- The Ghost: Despite driving the plot, Greengrass remains off camera for the entire episode.
- I Did What I Had to Do: Octavia insists that, if she hadn't sold out to Greengrass or another noble, she wouldn't have had a career, and that would be unthinkable for her.
- Manipulative Bastard: Trixie tries to be this, but fails continuously until her very last chance with Octavia.
- Motive Rant: Octavia
- Properly Paranoid: Trixie.
- Story Arc: This story kicks off the season's arc about the Court, and specifically Duke Greengrass, trying to get control of the Elements.
- Strawman Has a Point: Looking at Trixie's actions here and elsewhere, it's easy to feel that Octavia's comments about Court ponies being terrified that the fate of the nation may rest on Trixie Lulamoon's shoulders are somewhat justified.
- Super Senses: Octavia's hearing. She can identify ponies by their gaits alone, and can hear Trixie's location just from how her presence distorts the echoes in the room.
- Tin Can You Hear Me Now: How Trixie is finally able to get something past Octavia's super hearing. It let Lyra listen in to Octavia's confession from outside the room.
- Title Drop: Octavia's oft-repeated line about how musicians without audiences are only dreamers.