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Rarity is in Canterlot for a few days to buy some new fabrics for her store, staying at a suite in the royal castle thanks to a few favors invoked by Twilight Sparkle. To thank Twilight, Rarity plans to make a new dress for her and present it at her birthday party that weekend.

While she's stopped at a cafe with her pet cat Opal, two ponies named Jet Set and Upper Crust start asking her about her hat when a country-bumpkin window-wiper recognizes Rarity, loudly revealing her commoner roots. After the two sophisticates dismiss Rarity for being "country," she vows to show a creation worthy of Canterlot and quickly designs an elegant dress for Twilight that matches the styles of the Canterlot elite.

Out for more material, Rarity's vision is blocked by her bags, causing her to bump into Fancypants, the pony on top of the Canterlot social hierarchy. As Rarity apologizes for the accident, Fancypants recognizes her as a special pony (thanks to her stay at the castle) and invites her to his private box at the Wonderbolts Derby later that day. Although it'll give her less time to work on Twilight's dress, Rarity accepts. After she correctly predicts the derby winner and name-drops Rainbow Dash as the Wonderbolts' trainer, Fancypants declares her his "new favorite party guest". Rarity is quickly flooded with more invitations from the Canterlot upper crust, which takes up all her time and leaves her too tired to do anything more than to construct the basic dress form for Twilight.

On the day before Twilight's party, Rarity is packed up and ready to head home when she gets an invitation to the Canterlot Garden Party, the second-most important event in all of Equestria. Despite her guilt, she accepts the invitation, then sends a letter to Twilight claiming that she'll miss the birthday party because Opal has fallen ill and can't make the trip home.

The next day, Rarity prepares to head out for the Garden Party, only to be surprised by Twilight and all their friends! Apparently, Twilight was upset that Rarity couldn't attend her birthday party, so she asked Pinkie Pie to move it in Canterlot instead. While Rarity starts to panic, Twilight spots the uncompleted dress, then profusely thanks Rarity and compliments her for capturing her own plain and practical nature.

The Mane Six proceed to the royal castle, as Princess Celestia has graciously loaned the main ballroom for Twilight's party. Fortunately for Rarity, the Garden Party is just outside, so she starts rapidly switching between the two events. After Rarity accidentally brings in a croquet mallet from outside, Twilight discovers that she's been sneaking out, then compliments Rarity for using the opportunity to sell her designs to the Canterlot elite. Not only do Rarity's friends let her go to the Garden Party…

…but they invite themselves to come along.

Hilarity Ensues as the plain ponies of Ponyville and the Canterlot crème de la crème mix in a most inharmonious manner, with the latter appalled at the former. Twilight's dress catches Fancypants' eye, and he politely asks her for the designer. When Twilight reveals that Rarity made it for her, Upper Crust and Jet Set begin smirking and laughing, only to be set silent when Rarity gathers her courage and stands up for her friends as the most important ponies she knows. To her surprise, Fancypants throws his support behind her, complimenting the other ponies as "charmingly rustic". The various Yes-Ponies quickly change their view of Rarity again, rapidly throwing her compliments and orders for gowns.

Back in her suite, Rarity prepares a letter for Princess Celestia, only to deliver it verbally when Celestia herself stops by:

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Tropes (YMMV tropes can be found here)

• Abnormal Ammo: Pinkie Pie's Party Cannon, a cannon that shoots parties.
• Absentee Actor: Spike is the only main character to not appear. This is lampshaded in "Dragon Quest", where we see a photograph taken, presumably, at the birthday party Twilight threw in this episode - a cut-out of Spike is taped into an empty space.
• Ad Break Double Take: Spoofed by Pinkie Pie. The rest of the Mane Six surprise Rarity and she faints, then commercials, then Rarity wakes up and Pinkie says "Hi again!"
• Adorkable: Twilight's dancing◊.
  • Also, Hayseed Turniptruck, as if his introduction didn't show it enough.
  • Rarity in beatnik style!
  • Derpy wearing a pearl necklace with her paper bag costume from Nightmare Night.
• Affectionate Gesture to the Head:
  • Hayseed Turniptruck kind of does a cross between a hair-tousle and a noogie to Rarity's hat while proudly talking up what a big-deal dressmaker she is in Ponyville.
  • Opalescence gets one from Rarity while trying to remind the her to make Twilight's dress.
• Auction: Rarity attends one during her musical moment.
• BFG: The Party Cannon. It's as awesome as it sounds, able to blast decorations all over a room with one shot. Pinkie never leaves home without it.
• Bowties Are Cool: Fancypants wears one with his tailcoat throughout the episode.
• Butt Monkey: The porter pony just can't catch a break.
  • And as usual, Opal is the victim of Rarity's distractions.
• The Cameo: All the previously known celebrity ponies make brief appearances during Rarity's musical number.
  • Photo Finish can be seen attending the art show with Rarity and in the mosaic shot. Sadly, since her only appearance is during a song, her theme music does not make a cameo.
  • Prince Blueblood can be seen as Rarity enters one of the halls and when she christens an airship during the song. Strangely, they seem more or less tolerant of each other's presence, considering what happened at the Gala.
  • Hoity Toity and Sapphire Shores are also featured in the mosaic.
  • Derpy's appearance can also be found in this mosaic.
• Call Back: The Grand Galloping Gala is mentioned twice.
  • If you look closely at the pillars in the ballroom, you'll notice they're cracked, implying a repair from when Rainbow Dash accidentally broke them at the Gala.
  • We also see many outfits from previous episodes. Among other things, there's her gala dress, the dress she wears during her Imagine Spot in "The Ticket Master", her dress from the end of "Sisterhooves Social" and two of her dresses from "Green Isn't Your Color". While she's magically making Twilight's dress, she's wearing the dress that she magically made from Trixie's curtains. It's just about an Unlimited Wardrobe.
  • Pinkie Pie has a little blurb that might be familiar.
    Pinkie: Swoosh! And right before she hit the ground, shoom! She...hi again!
  • There's another call-back just a moment before.
    Mane 5: [to Rarity] Surprise!
  • The previous episode had Pinkie mention that the only thing that should be rubbed in anypony's face is chocolate cake. Guess what happens this episode?
  • Pinkie Pie isn't the only one of the mane 6 that used a celebrony's name as an adjective, Applejack did so with Hoity Toity's name in The Best Night Ever.
  • She may just have been using the phrase for which HT is named, but yeah, still counts.
  • When Fluttershy summons a large number of birds at the garden party, several of them make a nest in her hair. This isn't the first time Fluttershy enjoyed having a nest on her head.
    • Plus, it seems she's now figured out how to get them to befriend her. Be (like) a tree!
  • Meta example: Rarity telling the Canterlot ponies that her friends are the most important ponies she knows.
• Cats Hate Water: Opal wasn't too happy about receiving an unexpected shower.
• Celebrity Lie: A variant: Rarity claims Rainbow Dash is the Wonderbolts' trainer.
• Color Coded Magic: Consistent throughout, further extending the change in Season 2; each of the various unicorns has a unique magical aura color when he or she is using telekinesis for items, and the aura switches color when one unicorn "hands" an item over to another.
• Conspicuous CG: When Rarity imagines herself sitting in the VIP box with Fancy Pants.
• Continuity Porn: Every celebrity pony and most of Rarity's previous outfits appear somewhere in this episode.
• Cool Airship: Rarity calls it a yacht.
• Crash into Hello: How Rarity meets Fancypants.
• Crazy-Prepared: Pinkie never leaves home without her party cannon.
  • Several of these events didn't happen anywhere near Canterlot, though.
• Empathy Pet / Morality Pet: Opal acts, to some extent, as Rarity's conscience when she opts for the fancy events over Twilight's dressmaking.
  • The clearest example is when she stands on Rarity's drawing table, tapping the dress design to say, "Get to work, already!"
• Expy: Fancypants works rather well as Rhett Butler◊, especially given that Rarity has loudly established herself as Scarlett O'Hara.
• Friend or Idol Decision: Rarity has to decide whether to spend time with the upper-class ponies in Canterlot or make a dress for and attend Twilight's birthday party back home. She ends up choosing her friends, but things work out for her in both ways, keeping her connections in Canterlot thanks to Fancypants.
  • Foregone Conclusion: It's My Little Pony: Friendship is Magic. Enough said.
• Furry Reminder: At the end of "Becoming Popular", Rarity falls asleep standing up.
• Genre Savvy: Although she doesn't outright state it, Rainbow Dash immediately picks up on Rarity's two-timing, confronting her about her fancy attire and having the most blatant "oh really?" expressions when she behaves strangely.
• Go Look at the Distraction: Used almost word for word by Rarity when she tries to prevent Fancypants from being told by Twilight that she made Twilight's dress.
• Good Ol' Boy: Hayseed is a positive version of this, greeting Rarity in an excited if clumsy manner and complimenting her hat in front of Jet Set and Upper Crust.
• Hilarity Ensues: When the Mane Six move their party to the Garden party outside, with the Canterlot elites.
• Hoist By Their Own Petard: By asserting that they wouldn't be caught dead wearing Ponyville fashion, Jet Set and Upper Crust start a chain of events that ultimately forces them to want Ponyville fashion for themselves to save face.
• Horrible Judge of Character: After Jet Set and Uppercrust insult Rarity's fashion and walk off with their noses in the air, Hayseed waves good bye to them, saying to Rarity, "Well, they seemed real nice!"
• Horse Racing: Well, actually, it's Pegasus racing, but you get the idea.
• Humble Pie: Jet Set and Uppercrust get this thanks to Fancypants on two occasions. First by him taking Rarity into his reserved balcony seat at the races, right in front of them, and second, when he endorses Rarity and her friends, who'd they'd just spoke down to, forcing them to suck it up and praise her.
• 'I Am' Song: "I'm the Type of Pony Everypony Should Know"
  • After some discussion with the fan base, Daniel Ingram has officially decided to call the song ''Becoming Popular (The Pony Everypony Should Know)''
• I Have To Wash My Hair: Rarity lying about Opal, in order to go to the fancy party.
• I Kiss Your Hoof: Rarity is very grateful over Princess Celestia having a suite to spare.
• Impairment Shot: The eye-shaped one as Rarity wakes from the faint she fell into upon discovering her friends have surprised her by showing up unexpectedly in Canterlot.
• I Need a Freaking Drink: Rarity downs a presumably nonalcoholic punch when her friends embarrass her at the fancy garden party.
• I Need to Iron My Dog: When Rarity is trying to attend both parties, we have a series of cuts in which she makes some ridiculous excuses. She also slowly starts to lose the ability to come up with a pretense.
  Rarity: (exasperated) I have to… to go to the—to the thing with the stuff, you know…
  • There's even a bit of an aversion to Nopony Poops when she whispers to Twilight that she "need[s] to visit the Little Fillies' room."
  • Rarity tries to distract Fancy Pants by telling him "I have to show you…something…over there…on the other side of the room". Made even worse by the fact that they're outdoors.
• In With The In Crowd: Rarity's ascendance to Canterlot's elite is the focus of the episode. Unusually, it actually works out better for everypony involved than this plot usually does.
• Ironic Birthday: Twilight and company show up and take the birthday party to Rarity immediately after she has decided to spend more time with the Canterlot ponies.
• The Jimmy Hart Version: A modified take on Ravel's "Boléro" is used during the scene where Rarity dunks Opal in water.
  • In addition, the music played during Twilight's party is a sound-alike of the 1981 Stray Cats song "Rock this Town."
  • When Hilarity Ensues, the backing music borrows thematically from Khachaturian's "Sabre Dance"
• Karma Houdini: Rarity is never caught for lying about Opal or about Rainbow's status, probably because there wasn't enough time left in the episode to properly deal with the ramifications.
  • We can assume that everything was revealed and cleared up off-screen. Also, Rarity giving up what's she's wanted all her life, just to go to Twilight's birthday party would have been an even worse crime.
• Large Ham: Rarity has a definitely hammy moment when she comes up with the Opal excuse to stay in Canterlot.
• Like a Weasel: When Rarity sees an out and accepts Twilight's plausible-yet-wrong explanation for her switching between the two parties.
  • Favouritism Flip Flop: The great majority of the Canterlot elite acts like this when Fancypants says he loves Twilight's simple dress.
• Literal-Minded
  Applejack: How come y'all aren't doin' any gardening? This is a garden party, isn't it?
• The Mare Wearing The Princessly Mask: During the teaser, Princess Celestia clearly thinks that letting Rarity stay in the castle is no big deal, and looks severely uncomfortable when Rarity starts kissing her hooves.
  • The two share an embarrassed smile at the end of the episode when the porter collapses under the weight of Rarity's luggage.
• Meaningful Name: Hayseed Turniptruck is a stereotypical country bumpkin (a "hayseed") who seems rather slow and oblivious (as if he "just fell off the turnip truck").
  • Similarly, Fancypants, Jet Set, and Upper Crust are quite appropriate names for members of an upper class.
• Milholland Relationship Moment: Rarity expects Twilight to be upset that the dress she made for her is so simple, but Twilight thinks it's perfect for a practical pony like her. Then Rarity thinks Twilight will mind the fact that she's missing part of Twilight's birthday party to visit the garden party, but Twilight thinks it sounds like a great idea to drum up her dress business and to go to both…in fact, why don't they all go?
• Mundane Utility: The most we ever see any of the Unicorns (excluding Rarity) use their magic is for basic telekinesis.
• Nice Hat: Canterlot society seems to require these, at least some of the time. Particularly noticeable during the horse racing event, where there is exactly one pony (out of dozens) that isn't wearing a hat.
  • It could be an Affectionate Parody of Triple Crown horse racing events, where ridiculously fancy Nice Hats are a staple.
    • Which adds to the Visual Pun of Fancypants's cutie mark being three crowns.
    • The scene also works as a shout out to the Ascot Opening Day scene in My Fair Lady
  • Upper Crust compliments Rarity on her hat… only to change her opinion when Rarity turns out to be from Ponyville and made it herself.
• Noblewoman's Laugh: Expect to hear this whenever the elite are around.
• No Celebrities Were Harmed: The pink-maned unicorn mare that hangs around Fancypants resembles Brigitte Bardot. She even has a triple Fleur-De-Lis cutie mark!
• Non-Standard Character Design: The "lovely unicorn" with Fancypants by Word Of God uses a modified Luna model. Probably no coincidence the coloring matches Celestia.
• Palette Swap: The poor unicorn tasked with carrying Rarity's luggage is one of Snails.
• Parental Bonus: In the museum shot during the song, at least two of the paintings are inspired by real-world artists, Pablo Picasso and Salvador Dali (more specifically, "The Persistence of Memory"). Rarity is also dressed like Yoko Ono.
• Pimped Out Dress: Rarity's draft of Twilight's dress.
• Pretty in Mink: One of the Canterlot ponies has a fur hat and fur-trimmed coat.
• Rich Bitch/Upper Class Twit: The Canterlot elite, especially Jet Set and Upper Crust, generally look down on Ponyville as backwards and unsophisticated. Subverted with Fancypants, who finds the rest of the Mane Cast "charmingly rustic" and is very kind towards them and Rarity.
• Rule of Funny: While the Party Cannon has a visible fuse, Pinkie Pie presses it like a button to fire it.
• Running Gag: The porter pony struggling to carry Rarity's things.
  • Rule of Three: Done three times throughout the run-time.
• Schizo Tech: Jet Set's cutie mark is a trio of jet planes. In the same episode where we're introduced to balloon-buoyed airships.
• Shout Out:
  • Rarity's behavior at the Wonderbolts Derby is similar (though not as extreme) as Audrey Hepburn's character in My Fair Lady.
  • The comically abused bellhop is very reminiscent of Jerry Lewis' equally comically abused bellhop in the movie "The Bell Boy".
  • One of the shopping bags in Rarity's luggage pile has a logo of a double-crossed pair of horseshoes, similar to the double-crossed C's of the Chanel logo. The laurel wreath is the logo of the Fred Perry brand.
  • Twilight's dancing style (and the people's reaction to it) is very reminiscent of "The Elaine"
• The Sky Is An Ocean: If an airship is a yacht then the sky is what it sails through.
• Snap Back: The Canterlot elite don't recognize Rarity and her friends, who have saved Equestria from eternal reigns of evil twice, among various other accomplishments. They also regard Ponyville as a backwater, even though it's the home of the national heroes, the site of last year's Summer Sun Celebration, and the site of Luna's public debut. And despite being fashionable, they don't recognize Rarity as a designer of dresses recently sold at an upscale boutique in Canterlot, or recognize Fluttershy from her brief but successful modeling career. Fortunately, that's not all they seem to have forgotten.
• Spit Take: Rarity does this when Twilight is about to reveal who made her dress to Fancypants.
• Stealth Pun: Rarity spends a day at the races and a night at the opera.
• Squee: Similar to "Green Isn't Your Color", Rarity seems very calm about meeting with Fancypants, then she squees and giggles like a fangirl.*
  Which she probably was, already.
• That Poor Cat: Opal lets out a tortured off-screen yowl at least twice.
• Throw the Dog a Bone: This episode sees three Mane Characters get at least some portion of what they wanted out of last year's Gala. Rarity is accepted into the Canterlot elite, Fluttershy gets to play with the animals in the palace garden, and Pinkie Pie attends (indeed, hosts) a party, Pinkie-Pie-style, in the palace ballroom, and gets to crash the garden party. The Canterlot ponies are unimpressed, but Pinkie actually seems to enjoy herself this time*
  probably because her best friends were there.
  .
  • Rarity also meets a high society pony who actually behaves like a proper gentleman towards her as well, what she expected from Prince Blueblood but never got.
  • Twilight actually gets to have a fun birthday party despite being neglected by Rarity.
• Two Timer Date: Rarity has to switch between going to Twilight's birthday and attending the Canterlot Garden Party.
• Uncle Pennybags: It turns out that Fancypants is open-minded and not quite as snooty as other Canterlot ponies, and he would love Rarity to make more dresses for them, despite her coming from Ponyville.
• What Happened to the Celebrity Lie?: At the end of the episode, Fancypants asks Rarity to introduce her friends to him. It then cuts to Rarity presenting the Friendship Report, never showing if anything came of her lie about Rainbow Dash being the Wonderbolts' trainer.
  • Though one YouTube commenter brought up a very interesting point:
    "I like it how in a show that teaches lessons, and [the] focused character lies, that the lesson is about classism and esteem in who you are, more than about lying [which] is completely overshadowed and forgotten. In favor of much bigger issues. That takes guts for a children's show."
  • Plus, it wouldn't be right to expect Rarity to give up her life's dream, just to go to Twilight's birthday party.
• What Do You Mean, It's Not Awesome?: At least, "partying, Ponyville-style" in the eyes of the Canterlot elite.
• Yes-Mares: In Canterlot, the higher up you are, the more you have. This saves Rarity's reputation in the end; while everypony initially laughs at her, Fancypants approves of it all, saying he finds her friends "charmingly rustic". Within seconds, everypony there is swamping Rarity with orders.
  • Rarity invokes this trope in her song.
    See how they hang on every word that I speak
    My approving glance is what they all seek.
  • She also uses her Yes-Mares to emphasize her element of Generosity: She accepts everything the snooty ponies don't like, and makes the snooty ones accept it because she does.

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My Little Pony: Friendship Is Magic S2 E8: 'The Mysterious Mare Do Well"

Recap/My Little Pony: Friendship Is Magic

My Little Pony: Friendship Is Magic S2 E10: 'Secret of My Excess"