"Hang on to your Elements, girls. It's gonna be a bumpy night."
— Twilight Sparkle
Special Guest Star: John de Lancie as DiscordPrincess Celestia calls Twilight and her friends to meet her on the outskirts of Ponyville and she's bringing along an important visitor. He's not only a lifeless stone statue, but also has a deer antler, a goat leg, a bat wing, and a snake tail: Discord! Seeing how the wicked spirit of chaos and disharmony turned Ponyville upside-down and nearly destroyed their friendship the last time they met, the ponies are naturally outraged. Princess Celestia assures them she has found use for Discord's magic if he can be convinced to use it for good of his own will. She commissions the six bearers of the Elements of Harmony for the job—particularly Fluttershy, because of her affinity for animals.Reluctantly, the six use the Elements of Harmony to release Discord from his stone prison. Discord, having heard Celestia's plan, isn't the least bit keen about the idea of being reformed and gets right to work on changing the woodland critters around him. The ponies give him an ultimatum he can't refuse: behave or they'll turn him back to stone. He agrees to tone down his chaos and crash at Fluttershy's cottage so she can "reform" him, but not before bewitching a colony of beavers in Sweet Apple Acres behind everypony's backs...Fluttershy believes the key to turning Discord good is to befriend him by being as kind as she possibly can. Her friends have their doubts and promise to remain close in case anything goes wrong. They decide to make a back-up plan but unfortunately, they're unable to since Discord has torn out and eaten all the pages in Twilight's books containing information on spells that could reform him forcibly. Even so, Fluttershy is convinced that she's making progress with the trickster, and invites all her friends over for a dinner party to prove it. The party goes about as well as Fluttershy's friends expect, what with Discord bringing the tableware to life and playing pranks on everypony. Still, Fluttershy puts up with it all because, in her words, that's what friends do—and to the surprise of everyone, Discord seems genuinely touched that Fluttershy is willing to be the first friend he's ever had.The tender moment is ruined when Angel Bunny barges in and warns everypony that bewitched beavers have dammed up the stream at Sweet Apple Acres and flooded Applejack's orchard to the canopy. As it turns out, Fluttershy has seen Discord's dirty work coming and puts him to the test, demanding he return the orchard to normal. Discord agrees on the condition she remove her Element and never use it on him, which she accepts... and then he turns the flood into an ice skating rink. Discord gloats that his friendship with Fluttershy has left him eternally free of the Elements, but Fluttershy, still honoring her end of the deal, now refuses to acknowledge him as her friend. This doesn't sit well with Discord at all:
Story by Teddy Antonio
Written by Dave Polsky
Story by Teddy Antonio
Written by Dave Polsky
Discord: I'm Discord! The Master of Chaos! You think you can boss Discord around? You think I'm going to turn all this back because you say so? Because if I don't, I'll lose the one friend I ever had?Suddenly, Discord realizes that he does value his friendship with Fluttershy too much to lose it, and restores Sweet Apple Acres to its original, harmonious state. Everyone congratulates Fluttershy for accomplishing the seemingly impossible task of reforming the spirit of disharmony. Discord vows to Princess Celestia that he will use his powers for good rather than evil (most of the time), while Celestia decides to put the Elements under Twilight's care from now on, just in case...
Note: This is the eleventh episode of the third season, but the tenth aired.
- Alice Allusion: Discord briefly dons a blue suit and top hat while having tea with Angel Bunny.
- An Aesop: Bad people can change their ways, but don't expect them to completely abandon their entire personalities. For rehabilitation to work, you have to show that you're willing to meet them halfway and accept that they'll be, at best, Reformed, but Not Tamed.
- And I Must Scream: Discord makes it perfectly clear he is 100% conscious while turned to stone, although it doesn't seem to do much but mildly annoy him.
- Armor-Piercing Question: Discord does this to himself when he asks Fluttershy if she thought he'd give up his World of Chaos for her sake. The moment he asks, he starts thinking about the question.Discord: You think you can boss Discord around? You think I'm going to turn all this back because you say so? Because if I don't, I'll lose the one friend I ever had?
- Arson, Murder, and Jaywalking: At the beginning of the episode when Celestia shows Discord to the Mane Six.Princess Celestia: I'm fully aware that the last time Discord was here, he created serious havoc.
Rainbow Dash: If, by "serious havoc", you mean turning Ponyville into the chaos capital of the world!
Rarity: And tricking us all into being the opposite of our true selves!
Pinkie Pie: And making yummy delicious chocolate milk rain all over the place without a single dollop of whipped cream to go with it anywhere in sight — NOT A SINGLE DOLLOP!
- Aside Comment:
- Discord nods at the audience right after he casts a spell on a colony of beavers at the beginning of the episode.
- Fluttershy turns to the camera and says "Oh dear" after Discord reveals he'll be living with her.
- As You Know: See above, with the Mane Six telling Celestia what Discord got up to in his last appearance. Justified by her decision to reform him being so inexplicable.
- Badass Finger Snap: How Discord performs several of his magical tricks (at one point using his tail instead of the fingers). Considering his love for theatrics he might do it just for fun. Plus, it's an Actor Allusion to Q.
- Batman Gambit:
- Fluttershy knew all along that Discord was only pretending to be reformed; she hoped that allowing him some measure of freedom and showing him kindness would help convince him to use his powers for good.
- Discord repeats his shtick of trying to turn the Mane Six against each other, but it's just to distract them from his real plan to get Fluttershy to promise to never use her Element of Harmony against him, which she'd never break. Fluttershy's tactics are the only reason he's not ruling the world again at the end.
- Because You Were Nice to Me: Discord genuinely reforms because Fluttershy was kind to him.
- Becoming the Mask: Discord pretends Fluttershy's reforming him to trick her into promising not to use the Element of Kindness against him but after finding out she considers him a friend, he can't bring himself to lose that friendship by turning Equestria back into a World of Chaos.
- Befriending the Enemy: Princess Celestia and the Mane Six deliberately free Discord, the master of chaos and one of their most dangerous foes from the previous season, in order to befriend him.
- Beware the Nice Ones: Just because Fluttershy is being nice to Discord doesn't mean that she has forgotten what he is, and that he's trying to use her niceness against her. She has to bluntly remind the rest of the Mane Six of this after she gets a lot of grief from them for appearing to be too soft on Discord.
- Blush Sticker: Fluttershy gets one when Celestia states how confident she is that Fluttershy's the right pony to reform Discord, and again when Twilight reaffirms this during her recap at the end of the episode.
- The Bus Came Back: For Discord. He hasn't been seen since the season 2 premiere.
- Butt-Monkey: Angel's the target of quite a bit of Discord's abuse.
- The Elements of Harmony are needed to release Discord from his stone prison, just as they were there to put him into it.
- Discord points out to Twilight that Celestia would be disappointed with her if she and her friends choose to use the Elements to return him to his stone prison instead of reforming him. Twilight retorts that Celestia would understand, making it so far the only point in the entire show where Twilight has taken Celestia's reasonable and easy-going nature into account.
- Right after Discord's released and starts messing around, Fluttershy doesn't hesitate to use "The Stare" on Discord to make him to behave. While it never fails to work on recalcitrant animals, chaotic entities are immune.
- Even though Discord and her friends think she's gullible, Fluttershy proves she knows how to assert herself when necessary.
- Cassandra Truth: Twilight and Rarity don't believe Spike when he says that the "guest" accompanying Celestia is Discord. Then they see who's in that second chariot behind her....
- Character Development: By the end of the episode, Discord genuinely seems to have been reformed to some extent, rather than simply maintaining the status quo and having him petrified again.
- Chekhov's Gunman: The beavers, and by extension, the fact that Sweet Apple Acres could be flooded if the river running through it is dammed.
- Continuity Nod: Fluttershy is identified — by Celestia herself — as being uniquely qualified to reform Discord. Back in "The Return of Harmony", Fluttershy was the only one of the Mane Six who wasn't susceptible to Discord's silver tongue; he only corrupted her by using magic to brainwash her.
- Credits Gag: Tabitha St. Germain is the one who provided the voice to the gravy boat. It should be pointed out that the gravy boat is mute.
- Creepy Crossdresser: Discord briefly dresses up as a little old lady to coo over how "adorable" it is that the ponies think they can reform him (see the image above). Later he dons a pink fluffy robe as Fluttershy leaves her cottage for a bit. Discord being Discord, this is not creepy so much as hilarious.
- Cuteness Proximity: Pinkie Pie's reaction to the cute, animated gravy boat.
- Defeat Means Friendship: In this case, Discord is defeated by friendship, in a manner of speaking.
- Did We Just Have Tea with Cthulhu?: Fluttershy invites the rest of the Mane Six to dinner at her cottage to prove that Discord can be civil.
- Did You Actually Believe...?: Towards the end, Discord taunts Fluttershy for thinking that she could ever get him to reform. Then he utters the words "Because if I don't, I'll lose the one friend I ever had!?" and begins to really reflect on them.
- Disapproving Look: Discord dismisses Fluttershy's "Stare" as "your disapproving eyeballs" because it has no effect on him.
- Disproportionate Retribution: Applejack insults a local beaver, that leads to him damming the Apple orchard in retaliation.
- Distracted by My Own Sexy: Rarity when she sees her reflection in Pinkie's hoof.
- Easily Forgiven: Downplayed. Except for Fluttershy, The Mane Six haven't forgiven him and even Celestia, who came up with the idea in the first place, decides to leave the Elements with the Mane Six, "just in case". Also, justified, since he had to earn their forgiveness and trust.
- Evil Is Not a Toy: When Celestia announces her plan to make use of Discord, the Laughably Evil Mad God, the Mane Six have this reaction.
- Evil Plan: Discord plans to usurp Celestia's plan to redeem him into a plan to make himself safe from the Elements of Harmony and then, once again, recreate his World of Chaos. It backfires when he realizes he care about his friendship with Fluttershy.
- Explain, Explain... Oh, Crap!: Near the end of the episode, after Discord succeeds in securing his freedom and Fluttershy declares that she is not Discord's friend, Discord begins to rant that he isn't going to undo what he's done even if it means losing the one friend that he's ever had... only to abruptly realizes that yes, as a matter of fact, her friendship does mean a great deal to him.
- Extreme Doormat: Self-enforced by Fluttershy, who plays nice with malicious prankster Discord in hopes he will genuinely come around.
- Forced Meme: One of the show's staff said that Discord will say something that would "make the fandom explode!" He says "Friendship is magic." Given the divisive reception of the episode (and the awkwardness of the line lampshaded by Discord's delivery of it), it didn't work out that way.
- Foreshadowing: The Discorded beavers can be seen gathering materials for a dam in the background in a few scenes.
- Discord inviting Fluttershy to go water skiing and then ice skating with him shows that he'd come to truly value their friendship, even before he himself realizes it.
- Friend to All Living Things: As if Fluttershy weren't an example enough already, the fact that she's willing to befriend the Draconequomorphic Personification of chaos and disharmony has got to make her the biggest example ever. Even more impressively, she succeeds.
- Full-Name Basis: Mister Beaverton Beaverteeth.
- Funny Background Event: While Fluttershy talks with Twilight about how she plans to reform Discord, Discord plays keep-away with Angel Bunny's favorite couch in the background.
- Furry Reminder: Discord could have just disappeared the pages containing the spells, but instead, he eats them; one of the many animals he has characteristics of, the goat, is well known for eating paper when finding it.
- Genre Blindness: The Ponies underestimate The Power of Friendship in a show where its practically in the title. Rainbow Dash insists the Mane Six come up with a backup plan in case the whole "befriending" business with Discord to have him do Heel–Face Turn doesn't work, and the other ponies agree with her, with Twilight settling for good old fashioned brainwashing. The blindness is extra bad because not too long before the Mane Six helped another former villain turn away from evil thanks to the Power of Friendship.
- Give Me a Reason: Except for Fluttershy, The Mane Six are more than ready to use the Elements against Discord the moment he goes too far, and they make this very clear to him just moments after he's freed.
- Go-Karting with Bowser: Discord hosts a dinner party for the Mane Six to "prove" how well-behaved he's become.
- Good Feels Good: As mentioned by Twilight, Discord, who by his own admission never had a friend (considering he was an Evil Overlord), discovers this about friendship.
- Good Is Not Dumb: Fluttershy.Rainbow Dash: You see Discord's behind all this, right?
Fluttershy: Oh, of course I do! Do you all think I'm a silly, gullible fool?
Others: Um, well... Er...
Rarity: Only in the sense of being silly and gullible.
- Guile Heroine: Using her kindness alone, Fluttershy gives Discord the chance to experience firsthand how wonderful the magic of friendship is, and threatens to take that chance away from him if he continues his evil ways.
- Hand Wave: Princess Celestia explains she placed magical wards on the the Elements of Harmony to prevent Discord from stealing them like last time. As for why such wards weren't (seemingly) in place before Discord broke out and the next time an Element was stolen...
- Heart Is an Awesome Power: Princess Celestia is counting on this, as she has tasked Fluttershy with bringing the reality-warping Discord to the side of good through her kindness alone.
- Heel–Face Brainwashing: Discussed. Twilight seriously considers doing this to Discord, as a backup plan if he can't be reformed conventionally. However, Discord is a few steps ahead of her and destroys the instructions for how to perform the spell.
- Heel–Face Turn: It takes the entire episode, but in the end, Discord finally sees the value of friendship.
- Heel Realization: Discord has one when he realizes Fluttershy's friendship means something to him and he can't bring himself to lose it.
- Hold Up Your Score: Discord has clones of himself judging his skating. Naturally, they all give him a 10.
- Holy Halo: Discord makes one appear above his head while feigning innocence during dinner.
- Honor Before Reason: The other ponies believe this is the case with Fluttershy. It's subverted since Fluttershy's absolute refusal to harm Discord is tempered by her refusal to be his victim. It makes all the difference in the world.
- I Gave My Word: Fluttershy removes her Element and swears never to use it on Discord if he fixes the flood at Sweet Apple Acres. She keeps her word even after Discord turns the flood waters to ice.
- It's All About Me: Discord during his rant about how he can do whatever he wants. The lesson he learns at the end of the episode is that having a friend means not always getting what you want.
- Jerk with a Heart of Gold: While he bullied the ponies in "The Return of Harmony", Fluttershy calls Discord "a real sweetheart once you get to know him".
- Keeping the Enemy Close: Discord of all people is entrusted to Fluttershy to remain under surveillance and be reformed. Which he does.
- Kick the Morality Pet: Discord mocking Fluttershy during the end. Realizing he's done this and risks alienating her because of it finally makes him realize that he does value her friendship too much to lose it.
- Kirk Summation: Discord tries to prevent Twilight from ordering his re-imprisonment by saying how disappointed her beloved mentor would be in her if she did. Twilight makes it clear that they aren't falling for his manipulations again, and that Princess Celestia trusts them enough to know that, if they petrify him again, it's because he deserves it.
- Last-Second Chance: Offered by Princess Celestia to Discord. To the surprise of everyone, even Discord himself, he takes it.
- Literalist Snarking:Rainbow Dash: You big liar!
Discord: Now, look who's a liar. Anyone can plainly see that I'm not big at all. [camera zooms out to show he's barely the size of Angel Bunny]
- Literal Metaphor: Discord assures Fluttershy of the sincerity of his reformation while blowing a raspberry at Angel, becoming literally two-faced in the process.
- Love Redeems: Friendship and Kindness, in this case, but the effect is the same on Discord.
- Made Myself Sad: Not explicitly stated, but clearly the effect of Discord's final taunt towards Fluttershy.
- Mass "Oh, Crap!": The Mane Six react in such a way when they first see the Princess delivering Discord to Ponyville.
- Meaningful Background Event: While the mane ponies are discussing Fluttershy's invitation to dinner with Discord, the discorded beavers can be seen floating by on a river with logs they will use to flood Sweet Apple Acres.
- Meaningless Villain Victory: Discord secures his freedom by making Fluttershy promise to never use the Element of Kindness against him, thus neutralizing all of the Elements of Harmony, as they have to be used together—a promise she refuses to break because doing so would invalidate the trust and friendship they have built up. However, she makes it clear that if he returns to his old ways, their friendship is over, and Discord realizes that Fluttershy has worked her way into his heart enough that it isn't worth it.
- Morality Pet: Fluttershy treats Discord well throughout the episode and, despite having only pretended to reform, he's shocked to find that she genuinely considers him a friend. As a result, her telling him she's not his friend anymore causes him to realize that his World of Chaos is no longer worth losing the one friend he'd ever made.
- My God, What Have I Done?: Discord of all people has one when it hits him that his actions have alienated Fluttershy, the one friend he's ever had in his eons-long life.
- No-Sell: Fluttershy tries to use "The Stare" on Discord. He puts on a big show about being affected but then laughs it off like it's nothing. Also, as in his last appearance Fluttershy can simply ignore his attempts to manipulate her.
- Nothing Can Stop Me Now: Discord has a speech like this when Fluttershy holds to her promise not to use the Element of Kindness. He didn't realize there was something that could stop him; him Becoming the Mask and coming to care about her for real.
- Not in the Face!: Rarity pleading "Not the dress! NOT THE DRESS!" to the animated gravy boat.
- Odd Friendship: Discord, spirit of chaos, comes to genuinely accept Fluttershy as a friend.
- Oh, Crap!
- Fluttershy's expression when Discord states that he'll be bunking with her.Fluttershy: Oh, dear...
- Discord himself has one when he realizes the Bearers are serious that they'll turn him back to stone if he doesn't behave himself.
- Fluttershy's expression when Discord states that he'll be bunking with her.
- Out-Gambitted: Discord tries using his newfound friendship with Fluttershy to get her to never use her Element on him again. Fluttershy complies, but also rejects his friendship, which finally reforms him.Discord: ...Well played, Fluttershy. Well played.
- The Power of Friendship: Fluttershy plans to use this to reform Discord. It works, in one of the best examples in animation.
- Power of Trust: Discord uses this against Fluttershy by convincing her to promise not to use the Elements of Harmony against him as a sign of their newfound friendship. It shocks him as much as anyone that he ultimately proves worthy of it.
- Properly Paranoid:
- The Mane Six keep their Elements at the ready should Fluttershy fail in reforming Discord. Likewise, Celestia made it so Discord can't take the Elements from them.
- Celestia advises that Twilight keep the Elements with her at the end of the episode should Discord relapse, especially since he mumbles that he wouldn't use his power for evil "most of the time".
- Psychopathic Manchild: Exemplified by Discord during his rant about how he can do whatever he wants. Its very much akin to a child throwing a tantrum. He gets somewhat better.
- Punctuated! For! Emphasis!:Fluttershy: NOT! YOUR! FRIEND!
- Rage Against the Mentor: Twilight to Princess Celestia over her plans for Discord. Celestia is completely understanding, and the moment goes almost as quickly as it comes.
- Rage Breaking Point: After putting up with Discord the entire episode, Fluttershy finally snaps and screams that he's not her friend before storming off in a rage.
- Reality Ensues:
- Discord's used mind games as his primary method of defeating the Mane Six last time. This time the Mane Six don't believe a word he says, with even Fluttershy not falling for his games.
- Discord is reformed...but Fluttershy is the only one to actually forgive and trust him while everyone else is distrustful of him. Discord did a lot of horrible things and unlike Luna doesn't show any regret for anything but upsetting Fluttershy, so they have no reason to forgive or trust him yet.
- Redemption Quest: Inverted. The Mane Six are the ones on a quest to redeem Discord.
- Reformed, but Not Tamed: Discord vows to use his powers for good, "most of the time".
- Rejected Apology: After getting Fluttershy to play peace keeper, Applejack finally relents and apologizes to the beaver who was feuding with the Apples...and gets an angry raspberry in response. However it backs down when Fluttershy firmly reminds it they had a deal.
- Roll Out the Red Carpet: Discord does this with his tongue... and he happens to be inside the fully rolled-out carpet too....
- Running Gag: Fluttershy shocked by what the beavers are saying.Fluttershy: [gasp] Such language!
- Screams Like a Little Girl: Angel, of all bunnies.
- Sequel Episode: To "The Return of Harmony"; after the Mane Six trap Discord in stone, Princess Celestia orders them to release him so he can be reformed.
- Ship Tease:
- Discord×Celestia fans are already running with Fluttershy's "He can be a real sweetheart once you get to know him."
- The entire episode is a massive Ship Tease for Fluttercord. Special mention goes to the end, where they both blush and hold paws/hooves while Fluttershy says he's a real sweetheart and everyone else looks away awkwardly.
- In title to a World War II-era British public safety poster — "keep calm and carry on" — that has been subject to Memetic Mutation and has previously been referenced by The Merch.
- The title was originally going to be "Fluttershy's Home for Reformed Draconequi".
- Discord briefly dons a blue suit and top hat while having tea with Angel Bunny.
- As with Discord's previous appearance, there are plenty to Star Trek: The Next Generation:
- Frankly, de Lancie is in full-on Q mode. Everything he does is accompanied by finger-snaps and bright flashes of light, complete with the same bite from Star Trek: The Next Generation.
- This isn't the first time a character played by John de Lancie suddenly appears in another character's chair.
- Q once asked Worf, "Eat any good books lately?" Here, Discord does eat (parts of) some good books.
- In the same vein, there are a lot of similarities with the time Q became human to Discord's reformation.
- To All About Eve: "Hang on to your Elements, girls. It's gonna be a bumpy night."
- The dinner appliances coming to life to serve the dinner party are similar to the "Be Our Guest" sequence from Beauty and the Beast.
- Shown Their Work:
- Beavers causing floods and affecting farms and even little towns is something that happens at times in Real Life.
- When Discord levitates Fluttershy's cottage and spins it in mid-air, everything in the background behaves exactly as it would if it were inside a spinning house.
- Shut Up, Kirk!: Discord makes it perfectly clear to Fluttershy that he is a villain. Until it hits him that he cares about her friendship.
- So Last Season: After several episodes across two seasons, Fluttershy finally finds a being immune to her Stare in Discord.
- Sophisticated as Hell: When Twilight yells at Princess Celestia for bringing Discord.Twilight: With all due respect, Princess Celestia, HOW COULD YOU BRING DISCORD HERE?!?! [clears throat] Your Majesty.
- The Speechless: Angel and his communication-through-charades.
- Spoiler Title: The title was originally going to be "Fluttershy's Home for Reformed Draconequi".
- Stealth Pun: Why was Discord eating all the copies of the reform spell in a bowl? He was eating a word salad.
- Why was Fluttershy so shocked by the beavers' language? Perhaps they used the word "dam(n)".
- Stock Scream: Angel emits the Wilhelm Scream as Discord turns Fluttershy's house.
- Suddenly SHOUTING!:Twilight: With all due respect, Princess Celestia — HOW COULD YOU BRING DISCORD HERE?!
- Suspiciously Specific Denial:Rainbow Dash: Don't listen to him, Fluttershy! He's just trying to drive a wedge between us, like he always does!
Discord: Now why in the world would I ever try to do a thing like that?
Rainbow Dash: So we can't unite and use the Elements of Harmony against you, that's why!
Discord: I never thought of that...
- Take a Third Option: Fluttershy is given the choice between giving up on Discord and using the Elements to turn him back to stone, or forgiving him for tricking her and accepting him as her friend. She rejects both.
- Taking Advantage of Generosity: Or of Kindness in the present case. After Fluttershy gives her word that she won't use her Element of Harmony against him, Discord figures he has himself a "Get Out of Jail Free" card, and that there isn't a damn thing anypony can do about it because, in his words, "we're friends!" Thankfully, even Fluttershy has her limits to how much of Discord's antics she can take.
- That Liar Lies: Rainbow Dash to Fluttershy regarding why she can't trust Discord, right after the Suspiciously Specific Denial exchange just above.
- This Looks Like a Job for Aquaman: Fluttershy might be a very shy pony with Lovable Coward tendencies, but she's used to dealing with wild animals on a regular basis and taming them with kindness alone. Plus she's very resistant to mind games.
- Title Drop:Fluttershy: Go on. Say it...
Discord: [groans] All right... Friendshipismagic.
- Took a Level in Kindness: After realizing he values Fluttershy as a friend, Discord restores Sweet Apple Acres to its former state without further tricks.
- Turn the Other Cheek: Fluttershy thinks that being kind and hospitable to Discord will get him to change his ways, even though she still thinks he's a "big, dumb meanie" for brainwashing her and her friends and nearly destroying their friendship.
- The Unintelligible: Fluttershy is the only one who can understand what the beavers are saying, and by her response (see the Running Gag above), it's probably best that the audience can't.
- Villainous B.S.O.D.: Discord realizes that Fluttershy accepting him as her friend (the only one he's ever had) does matter to him. This results in him having a Heel Realization and willingly undoing his chaos.
- Visual Pun: Discord is one big walking visual pun:
- He literally rolls his eyes. As in, he pulls them out of his head and rolls them across the grass like marbles.
- When Rainbow Dash calls him a "big liar", he shrinks himself down to size just to challenge her claim.
- Discord creates another head behind his head in order to blow a raspberry while he tells Fluttershy that she is doing a good job reforming him. He is literally a two-faced liar.
- Was It Really Worth It?: Discord pulls this on himself when he asks Fluttershy if she expects him to consider their friendship worth undoing his chaos. To everyone's surprise, especially his own, he finds keeping his chaos really isn't worth it anymore.
- Weapon for Intimidation: The Mane Six wear the Elements of Harmony at all times, as a constant reminder to Discord that they can petrify him at any moment if he goes too far with his antics.
- Wham Episode: The Mane Six succeed in reforming Discord. Also, Celestia permanently entrusts the Elements of Harmony to Twilight, meaning the Mane Six can now access at them any time.
- Wham Line:Discord: You think you can boss Discord around?! You think I'm gonna turn all this back because you say so? Because if I don't I'll lose the one friend I ever had? [gasps in realization of what he just said] Well played, Fluttershy. Well played.
- What Have We Ear?: Discord pulls a carrot out of Angel's ear. A carrot that happens to talk, and is in fact Discord's tooth.
- What the Hell, Hero?:
- Even her "most faithful student" thinks Celestia is crazy for her plan to reform Discord.
- The rest of the Mane Six aren't the least bit happy with how oblivious Fluttershy seems to be towards Discord's trickery. It turns out she wasn't that gullible, and quickly turns this trope right on her friends' heads for thinking she was.
- Whole Plot Reference: As if the Actor Allusion wasn't enough already, the episode greatly mirrors the Star Trek: The Next Generation episode "Déjà Q". Like this episode, it takes place during the third season, involves John de Lancie's character being rejected by most of the cast who think the idea of him turning over a new leaf is insane, striking an odd bond with one of the main characters, and eventually making a genuine Heel–Face Turn because of it, which in turn leads to him taking on the role moreso of a Trickster Mentor in future episodes to allow him to still antagonize the show's protagonists but be a bit more noble about it.
- With Due Respect: Twilight's reaction to Celestia bringing Discord to Ponyville.
- World-Healing Wave: Discord, of all beings, uses one to restore Sweet Apple Acres after his Heel Realization.