Carrot Top is selling her carrots in the town square. One of the spa ponies, Aloe, approaches her and says that they're interested in buying a large amount of carrot juice from her every week, but she'll need to have her carrots tested by a nutritionist first to make sure they're healthy and organic. The testing fee is higher than Carrot Top can comfortably afford, but she also can't afford to turn down the opportunity, so she agrees to the testing.
As Aloe leaves, Carrot Top muses that she might be able to barely afford the tests, if she uses the rest of her saved-up money and defers some maintenance tasks for another week. Meanwhile, she sees Applejack selling an entire pallet of zap apple jam to Filthy Rich, and is discouraged by the apple farmer's success and wealth. Her reverie is interrupted by Berry Punch, who desperately needs one of her hang-over cures. She doesn't have enough money to pay for it, but Carrot Top can't bear to send her away, so he sells the tonic to her below cost.
Apple Bloom then runs into the market, jumping for joy and yelling about a big farming competition. Carrot Top and Trixie go a kick-off meeting hosted by the mayor, during which Applejack promises to win a lot of money and donate a fourth of it to the town. Sweet Apple Acres always places well, and they even won the whole competition a few years ago, so everyone expects them to do well again. Trixie urges Carrot Top to enter, but Carrot Top says that the Apples are always the only Ponyville team to enter, since none of the others can possibly hope to beat them. Trixie, though, points out that if she wins, she could really use the prize money. Carrot Top decides to enter. Later, once Carrot Top goes home, Applejack shows up to try to get Carrot Top to back out, arguing that Carrot Top has no chance of winning, but she could take some of the judge's votes away from Sweet Apple Acres, reducing the chances that they win the prize money and can donate some of it to the town. Carrot Top is not convinced, and Applejack leaves angry.
No sooner does Applejack leave than Flim and Flam show up. They offer to help her win the competition by giving her training, ingredients, and advice. They point out that Carrot Top might have good produce but she doesn't really know how to cook fancy food, so she's at a disadvantage over the other teams. They offer reasonable terms, including not charging anything if Carrot Top doesn't place high enough to win money, and additionally offer one day of free training. They also point out how Applejack always hires chefs and trainers to help her, so it's not like Carrot Top would be cheating. Carrot Top accepts the free day of training.
Later that day, Carrot Top works on her farm. Her irrigation system is collapsing, and Carrot Top can't fix it, but she's able to start mending her fence and harvests some carrots. When she's done, she muses on how Applejack has enough farmhands and quality equipment that she doesn't need to work nearly as hard as Carrot Top, and is probably having a relaxing and pleasant evening with her family. Depressed, Carrot Top begins reading over Flim and Flam's notes.
In the morning, Carrot Top reflects on the notes. The fancy foods such as foams and airs look great to her, and the notes also include segments on what the judges personally like and dislike. Carrot Top is pleased with the information. Flim and Flam then show up with a wagon full of exotic ingredients, and they begin to cook.
Flam coaches Carrot Top in cooking fancy dishes. He also shows her how to use the exotic ingredients, including Farmslayer, a weed that leeches the flavor out of food. Flam shows her how to extract the flavor again into another food, so that she can have a cracker, for example, that tastes like an apple. At the end of the session, she wants to accept their offer to be trained for the rest of the week, but Trixie shows up and tricks Flim and Flam into confessing that they're working for Greengrass. (She learned this from Octavia, although she doesn't tell Carrot Top that). Knowing what Greengrass did to Lyra (in "Musicians and Dreamers"), Carrot Top throws Flim and Flam out, even when they warn her that she'll never win the competition without help.
After the two are gone, Trixie tries to come up with ideas to help Carrot Top get ingredients or training. She doesn't come up with anything, but Carrot Top has an idea of her own.
On the outskirts of town, Flam tells Flim that he has another idea for getting Carrot Top to sign up to work for Greengrass. Meanwhile, at Sweet Apple Acres, Applejack is up late, angry that Carrot Top doesn't seem to understand the importance of Sweet Apple Acres and of them winning the competition. She resolves to check on the other farmers to see if they're going to help Carrot Top beat her.
Carrot Top meets with the other Ponyville farmers and proposes an idea — the other farmers give her ingredients for the competition, and Carrot Top will pay them back if she wins money. Specifically, she offers to pay, if she wins prize money, for a new irrigation system for everypony that contributes to her team; if there's enough farmers involved, she can buy the irrigation supplies in bulk, and then the price will be low enough that she can buy it with just her prize money (and have a little left over for herself). The others aren't biting, mostly because Carrot Top might not win anything at all, in which case they get nothing.
Appeljack shows up and chastises the farmers for considering the deal, saying that she's helped out all of them at one time or another and deserves their support now. Green Grape objects that they only need help because Sweet Apple Acres is dominating the produce markets and running them out of business, but Applejack won't apologize. She says that the town exists and has food thanks to her, that it needs her, and that she in turn needs all the resources she can get so she can weather disasters like parasprite attacks. If her farm falls in a disaster, she implies, the town starves. This backfires, and Green Grape proposes another offer — the other farmers will loan Carrot Top the produce and equipment, to be paid for two weeks later. This deal is worse for Carrot Top, since she'll have to buy the irrigation system regardless of whether or not she wins any money, and if she doesn't win, the price will bankrupt her farm. She has no other options, though, and knows how badly the other farms need the new irrigation system, since most of them are in as bad financial shape as she is. She takes the deal.
Outside, Applejack argues with Carrot Top, but does offer to let Carrot Top crash at her place if she loses her farm thanks to the deal. She says that it's regrettable that she need sot beat Carrot Top (and possibly bankrupt her), but her farm is too important to the town to turn down a chance at money that could help them weather some crisis. She leaves.
Trixie approaches Carrot Top, and Carrot Top decides to go get drunk with her at Berry Punch's bar.
Carrot Top and Trixie drink at Berry's bart Shortly before collapsing, Carrot Top slurs to Berry that she needs to start running her business like Applejack and stop helping ponies, since helping them just led to her gambling her farm. The two both collapse shortly thereafter.
Applejack walks home, feeling betrayed by the other farmers. She resolves that she can still win if she just works a little harder. She also notes that Big Macintosh and Apple Bloom might be upset by what just happened, so she'll need to word things carefully when discussing them with those two.
Carrot Top wakes up in a small room behind Berry's bar. Berry Punch comes in and gives her a hangover tonic; she figured out how it was made after having drunk so many of Carrot Top's. Berry insists that she will help Carrot Top prepare for the competition; she designed every dish in her successful bar, and now that Carrot Top has ingredients, they'll be able to make some great dishes. She won't take no for an answer, but does insist that Carrot Top never again want to be like Applejack. She says that everypony in town knows that they can trust and count on Carrot Top, and it makes them all feel safer. She also gives Carrot Top a bag of bits; it's the money she owes her for the hangover tonics that she wasn't able to pay for.
Once home, Carrot Top tries to come up with more recipes, but fails. The next morning, Berry Punch shows up and begins to teach her. Her dishes aren't fancy or noveau cuisine, as Flim and Flam's were, but instead are simpler, more rustic dishes. The first dish is just a simple salad, albeit one for which Carrot Top has to make her own mayonnaise and cut the carrots in a special way. Carrot Top loves the food, and they continue.
The next day, Berry Punch returns, along with a farmhand named Ploughshares, who wants to pay back Carrot Top for giving her a place to stay when his house was bug infested. He offers to help take care of some of Carrot Top's chores while Carrot Top trains. The day after, four farmhands show up, as does Green Grape, who remembers when Carrot Top helped her prepare her fields after some equipment of hers arrived late. Grape gives her advice on using her grapes in recipes. The fourth day is similar, with a large number of farmhands and several other farmers coming by to pay back favors that Carrot Top has done for them.
On the fifth day, Trixie awakens Carrot Top before dawn. She says that Applejack is on the rampage.
Carrot Top and Trixie race to Berry Punch's bar, where Applejack and Berry are having a loud argument. Applejack rants that she helped Berry Punch keep her bar when she let Berry pay her bill late, and now Berry is trying to help Carrot Top wreck her farm. Berry Punch tells her to go away. Applejack says that she works hard to feed everypony in town, and is surprised that the others want to 'hurt' her. (Carrot Top also notes Apple Bloom, hiding behind a rock and watching the argument in horror). Applejack continues that she could probably double her profits by charging more, but won't, because it's more important to her than everypony eat than that she personally gets rich. She repeats that the town owes her.
Carrot Top tries to intervene, but Applejack shoves her aside. She argues that if Sweet Apple Acres collapsed, so would Ponyville. She calls Berry Punch lazy, which causes Berry to flip out. Applejack doubles down, saying that she works from dawn to dusk, while Berry gets up at ten and is partying and drinking by eight. Trixie and Carrot Top have to restrain Berry Punch from attacking Applejack. Applejack comments that if she wanted to, she could cancel Berry's cider contracts and destroy her bar. She almost immediately walks this back, but Berry Punch says she'll cancel them herself. Applejack is stunned, but leaves with her sister.
Carrot Top begs Berry Punch to reconsider, but she won't. Meanwhile, Applejack heads home, where she quickly finds that businesses all over Ponyville are canceling their cider and apple contracts. She wonders if they're taking advantage of her, knowing that she considers it a crucial duty to feed the town. She also wonders if her farmhands will betray her too, and calls a meeting so she can evaluate their loyalty.
Later that day, Carrot Top resumes her training. Trixie shows up late in the day, telling her that Applejack's contracts are all getting canceled, and most of her farmhands are quitting after Applejack demanded that they not support Carrot Top even on their off days. Carrot Top worries that this will crash the Ponyville economy, but Trixie isn't scared. Still later that night, Apple Bloom shows up and begs Carrot Top to quit the competition because Applejack is self-destructing. She doesn't want Carrot Top to lose her farm, but she doesn't want her sister to lose her mind either. She also says that the farm needs the prize money, since it's their duty to feed the whole town so they had to be able to handle any disaster. She knows that Applejack was mean that morning, but says that she just had a bad day and it's not fair that everypony is against her now. Carrot Top is sympathetic, but won't back down.
Apple Bloom tells Carrot Top that the Apple Trust was once a farm that helped save Equestria from a great famine. All the other farms failed, but the Trust fed the nation. Luna herself entrusted the Trust with ensuring that Equestrians are fed. If the Trust or Sweet Apple Acres fails and Ponyville starves, Apple Bloom says, it will all be their fault. Carrot Top gets angry at Applejack for frightening Apple Bloom. She asks if Apple Bloom would be willing to talk with her while she does chores.
Outside, Carrot Top digs a hole for some carrots and fetches water. Apple Bloom is surprised by her shoddy, worn equipment. Carrot Top tells Apple Bloom that she and the other farmers desperately need the prize money, so she won't drop out of the competition. She also offers to try to get the others to back off on the boycott. Apple Bloom, looking a little calmer, leaves.
Meanwhile, Flim and Flam return to Ponyville with a bag of supplies. Flim is worried that what they're about to do will break the law, but Flam doesn't care.
Carrot Top is making great progress. Most of the farmers and farmhands in town are helping her out, as are the Elements. Sweet Apple Acres sales are cratering, so Carrot Top talks to Berry Punch about calling off the boycott. She's doubtful that it can be done, but she says she'll see what she can do.
That afternoon, Carrot Top is outside when Apple Bloom comes running over. She says that Sweet Apple Acres was infested with weeds, Applejack blames the other farmers, and that only Carrot Top can save the day. Apple Bloom describes the weeds, and Carrot Top realizes that it's Farmslayer. From this, she concludes that Flim and Flam were behind it. She also recalls a book that might have a cure for the weed, and goes to get it.
On the way to the farm, Carrot Top considers just letting Sweet Apple Acres fail, since Applejack has been so cavalier about Carrot Top's farm collapsing. She decides against it, though. She gives Apple Bloom a large ingredients list, then approaches the farm itself. She finds Applejack yelling at Big Macintosh and Granny Smith, ranting about how the farm is ruined and how she won't rest for a moment until the problem is fixed. She sees Carrot Top, and the two argue about whose fault it is the farm got weeded. Carrot Top offers to make up an antidote. Applejack is reluctant to trust her, but Granny Smith overrules her.
Carrot Top mixes up the antidote. They have all the ingredients except for a smile, since Carrot Top doesn't know how to put one in a recipe, but they do have some substitute ingredients they can use instead. Granny Smith objects to this and uses her own recipe to get a real smile from Apple Bloom and mix it in. The antidote works perfectly. Applejack, Big Macintosh, and Apple Bloom leave to go take care of the weeds, as does Granny Smith, after thanking Carrot Top.
Carrot Top finds Flim and Flam at a hotel. They threaten to tell everyone that Carrot Top weeded Applejack's farm, unless Carrot Top agrees to work with Greengrass. Carrot Top stuns them by saying that she already took care of the weeds, and refuses to listen to their offer. She orders them out of town, and they leave.
Later, Carrot Top and Berry Punch plan to serve the food Carrot Top has perfected to the helpers. Meanwhile, Flim and Flam sneak into the apple orchards and try to summon an Ursa to wreck the place with a want-it-need-it spell. Applejack, now continuously patrolling the fields to make sure nothing happens, finds them and bucks them out of the orchard.
Carrot Top cooks her food for the Elements, farmhands, and farmers, and then serves it. They all love it.
Later, Carrot Top decides to go say hi to Applejack, but Trixie intercepts her. She tells Carrot Top that she needs to stop helping the Trust and focus on her farm. She says that, if Carrot Top fights for the Trust as strenuously as Applejack is, she'll go just as crazy, and lose her farm besides. She and the others care for Carrot Top and don't want to see her bankrupted, so Trixie begs her to focus on her own work unless the Apple family are in some kind of mortal danger. Carrot Top agrees.
The next day, Carrot Top departs for the competition with her team, consisting of Trixie and Berry Punch.
The night before leaving, a sleep-deprived Applejack finishes designing her recipes. She blows off Big Macintosh's concerns about her health. The Trust executive Resplendent Orange, also Applejack's uncle, shows up. The two sing about how Applejack and Sweet Apple Acres will beat Golden Harvest farms and win lots of prize money.
The Ponyville teams head towards Trottingham. On the train, Applejack rants about how horrible famine is, and how she will do anything to make sure that ponies in Ponyville and the surrounding area are fed. Berry Punch tells Carrot Top that the only way to get through to Applejack is to beat her in the competition.
Once there, Carrot Top realizes that there's over two hundred teams. The first round of the competition is in a gigantic park, and the second (with only the top ten teams from the first round) is in front of a castle on the edge of the park. The Apple Trust has 6 teams, and several other large farming groups have multiple teams as well. Carrot Top, though, is undeterred. She goes to set up with her friends, and they see both Orange, who says he's looking forward to seeing how they do, and the Apple team (Applejack, Big Macintosh, and Apple Bloom), who are only a few tables down from them.
Berry Punch and Trixie go to the spectator area, but Trixie says that she's going to keep an eye out for Flim and Flam instead of watch the match. Meanwhile, Flim and Flam show up and decide to try to wreck Applejack one last time. If they succeed, they can threaten to blame Carrot Top for it unless she does what they want.
The first round kicks off, and Carrot Top manages to complete all six dishes in the allotted time. She's exhausted, but happy, when she's finished. Less happy are Flim and Flam, who didn't find an opening to screw up the Apples. When Apple Bloom wanders over to them to say hello, though, Flam takes the opportunity to quickly mind-control Apple Bloom to follow him into the castle. All members of the team must be present for judging, so if Apple Bloom isn't there, Sweet Apple Acres is disqualified.
Carrot Top, Trixie, and Berry Punch wait for the judges to reach their table. Carrot Top estimates that it will take twenty-five more minutes and gripes about having to wait. They hear Applejack shouting for her sister, and quickly learn that she's missing, and was last seen with Flam. They agree to help Big Macintosh search for her. Applejack also wants to help, but is so sleep-deprived she can barely see or walk straight, so she's tasked with guarding their tables to prevent sabotage.
Carrot Top opts to search the castle, but it is huge and she worries about being disqualified for missing her judging. She bumps into another pony who says he saw Apple Bloom, and gives Carrot Top directions. Carrot Top is able to find Apple Bloom, beat up Flam, and intimidate Flim into removing the brainwashing on the foal. Carrot Top and Apple Bloom get out of the castle, where they find Big Macintosh. Big Macintosh gets them on his back and charges back to their tables, and both teams are able to make their judging. Apple Bloom, though, is angry at Applejack for not being able to look for her.
Both the Apples and Carrot Top qualify for the second round. Carrot Top cooks her heart out, and is pleased with her results, even though the other teams have extremely expensive and fancy equipment and ingredients. Applejack makes some small talk with her, and thanks her for saving Apple Bloom from Flim and Flam. The master of ceremonies then announces the celebrity judges (who don't get real votes, but can offer endorsements and such). These include Resplendent Orange, Fancy Pants — whom Carrot Top recognizes as the pony who helped her in the castle — and a night court pony whose name Carrot Top misses.
The celebrities love Carrot Top's food. Fancy Pants says he knows all about Carrot Top's generous spirit, and makes a few digs at Applejack for being so cavalier about the other farms in Ponyville. He offers to look into why Sweet Apple Acres seems to get more than their fair share of government contracts and grants in Ponyville, and implies that Carrot Top and the other small farmers can expect a fairer distribution.
Near the end of the judging, one of the judges comments to Carrot Top that the night court pony was Duke Greengrass. Carrot Top is stunned to have met the pony who keeps trying to obtain all the Elements.
The judging concludes. Carrot Top needs third place to be able to afford the irrigation system, and she gets it. Her farm is saved. Meanwhile, Sweet Apple Acres get fifth.
Carrot Top is leaving when Orange approaches her and offers to let her join the Apple Trust. Carrot Top turns down the offer, saying she doesn't want to have to be like Applejack.
On the train home, Applejack talks to Carrot Top. She reveals that she genuinely believes that it's up to her and her farm to prevent Ponyville from famine. She herself has very little money; it's all in the farm. If it collapses, she believes, everypony in Ponyville may well starve to death. Carrot Top can't talk her out of this. She does, however, tell Applejack that she believes that Applejack is sincere (and not just trying to cover for greed). She also convinces Apple Bloom to accept her sister's apologies for not being useful when she was abducted.
Once home, the crowd cheers Carrot Top. They're thrilled that she can keep her farm. She addresses the crowd and tells them that they need to bury the hatchet and have all the farms, Sweet Apple Acres included, work together. Applejack clearly wants to, but says that she can't, and leaves for home.
Flim and Flam have retreated to a Fillydelphia hideout. They find some unfamiliar jewelry in their room. It turns out to belong to Duchess Posey, and the police burst down their door and arrest them. They realize that Greengrass is framing them so that they can't tell anyone what they did while working for him, but there's nothing they can do about it.
In Ponyville, Carrot Top calculates out the winnings she has left after taking out the fee for the irrigation system, imported ingredient fees, and some money for Trixie. She finds that she's in the red by three bits, so Trixie reduces her bonus so that Carrot Top gets some extra money on top of the irrigation system. She tells Trixie and Berry Punch that the non-Apple farmers in town are going to be starting up a Farmers Union, so they can work together, buy equipment in bulk, and in general help each other out. She thinks it'd be a shame to lose the camaraderie after the competition is done. Berry Punch also says that she'll resume using Apple products.
Late that night, Granny Smith comes by. She gives Carrot Top a bag of money for helping with the Farmslayer. Carrot Top goes out to do some chores, with Granny Smith insisting on helping. She also tells Carrot Top the 'true' version of how the Apples saved the country: a long time ago, during the time of a blight that was wrecking farms, a small farmer named Apple Grove formed a sort of union with other small farms to hold off the blight. All the big farms tries to take it on by themselves and collapsed, but working together, Apple Grove's coalition saved enough produce to prevent famine. She tells Carrot Top to keep being Applejack's friend and that she can help her. As she leaves, Carrot Top reflects that Granny Smith told the story like she was there, even though it was hundreds of years ago. She decides that this is a mystery for another day, though.
Carrot Top finally relaxes on her porch. She decides that she's happy she's like herself, and that she got just the right Element.