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- Twilight is examining Starlight's room to make sure there's enough space for the mirror she plans to give as a gift, and she has Spike distract Starlight while she does so. Starlight doesn't catch on, but she's pretty confused when Spike leaves.
- Spike quoting Rarity by mimicking her hairstyle and accent.
- Pinkie Pie literally setting up for and cleaning up after the party in seconds, and each time acting like it was a big effort.
- Princess Luna struggling to get Thorax's medal on over his antlers. Possibly a bit of Self-Deprecation over how poorly the new Changeling designs went over. Followed by her "Ugh, that could've gone better" grimace.
- Pinkie Pie serving as Luna's private cheering section while this goes on, as per usual.
- Celestia is a bit surprised to learn that she's invoked as an expression.
- For that matter, Twilight's expression when Celestia comments on her use of "Celestia knows where", like it only just occurred to her who she said that to.
- This episode has a lot of fun with Twilight's Imagine Spots as she imagines what could happen to Starlight, complete with quite stilted deliveries from the actors. For that matter, Spike's reactions to the same.
- Each of Twilight's fantasies starts off on a positive note, before her neurosis twists them into things ending badly for Starlight (with Spike snarking about how there's no way any of this could ever happen).
- The first has Starlight and Thorax teaching the Changelings about friendship, utilizing horrendously unconvincing roleplay topped with heaping anviliciousness. It ends when a rogue changeling turns into Starlight and berates other Changelings, causing them to attack the real Starlight. This includes swatting the changelings with a giant flyswatter.
- The second has Starlight hanging out with Ember, who speak to each other in a Totally Radical fashion (with Spike lampshading that's not how Starlight or Ember talk). It ends with Garble grabbing Starlight and dive-bombing into lava. Garble, meanwhile, is confused that Starlight's name isn't some variation on the word 'sparkle.' Even better, "glimmer" kind of is. It's even in the same position in her name as "sparkle" is in Twilight's name. In a way, Twilight's perception of the dragons' confusion about her and Starlight's name comes to pass during "Triple Threat", which makes this funnier in hindsight.
- The third has Starlight studying magic with Sunburst. It ends with them conjuring up a black hole that sucks up the entire fantasy.
- Each of Twilight's fantasies starts off on a positive note, before her neurosis twists them into things ending badly for Starlight (with Spike snarking about how there's no way any of this could ever happen).
- Celestia bursts into laughter upon realizing Twilight is going through the same thing she did with her student.
- When Celestia begins her story, she dispenses with the spell Twilight used and presents it in a traditional Flashback. Spike complains that he can't see what's going on.
- As a background joke, the chalkboard contains a math equation that can only be described as "sunshine + lollipops + rainbows = 2."
- Even funnier when you consider the Running Gag of the Ponyville Schoolhouse chalkboard often depicting more complex math and physics. Apparently, a normal school teaches far better math than Celestia's own school for gifted students.
- As a background joke, the chalkboard contains a math equation that can only be described as "sunshine + lollipops + rainbows = 2."
- Both Celestia and Discord spend the better part of the episode trolling Twilight; Celestia by reminding Twilight that this is what she went through when Twilight was growing up, and Discord by telling everyone Twilight has a big plan for Starlight. At one point, Discord miniturizes himself and starts taking a bath in Twilight's cup while talking to her. When he teleports out, Twilight dumps out the contents of the cup in a flower pot.
- When Celestia says that she went through what Twilight is going through in the episode, she's not kidding. A flashback shows that Celestia was just as anxious when deciding Twilight's future. For somepony who's rarely come off as anything but wise and regal, seeing her pacing back and forth and rambling to herself in a frantic manner is hilarious.Celestia: What if she runs into a Manticore? Or what if she gets pulled into Tartarus? Or, worst of all, what if she doesn't get along with anypony?
Guard 1: Are we supposed to say something?
Guard 2: I don't think so.
- Better when you realize, one, Twilight did encounter a Manticore. On the flip side, it was Celestia, Luna, and Cadance who were pulled into Tartarus, and best of all, Twilight does end up pretty much getting along with everypony.
- The show trolling the audience that it's going to stagnate with three more seasons of Starlight getting friendship lessons.
- The Changelings learning about friendship includes one asking Applejack and Rarity "So, you can't have friendship without makeovers?" Applejack responds with "Uh... not exactly," with Rarity enthusiastically nodding right next to her.
- We see more of Celestia's sense of humor in this episode. For instance, when Twilight explains her problem (i.e. Starlight advancing faster than she expected), Celestia replies, "So you have an overachieving student? Sounds familiar."
All Bottled Up
- Trixie getting excited over turning a salt-shaker into a teacup and spamming the spell everywhere in the kitchen. Spike is later seen washing the teacups. Her initial attempts to transfigure the salt shaker? Blasting it with her horn and yelling "TEACUP!!"
- Her final transfiguration creates a teacup dog hybrid that runs off, and we see it again briefly in Ponyville while the duo is looking for the map.
- "Yay, Trixie! You're so great at magic and having good hair!" Not to mention she says this while waving around Starlight's forelegs, while Starlight has the most annoyed expression possible.
- The escape room pony is completely jaded and says everything in monotone while the Mane Six get excited around him. And his reaction to the song:Escape Room Pony: That was lovely. But, um, you know the game isn't over until you turn that key?
- Spike scramming when Starlight is teaching Trixie teleportation. Before that, Trixie suggests testing her teleportation on him. Starlight hastily clarifies she should try it on "something not living."
- Trixie making the Cutie Map disappear. The sheer level of Epic Fail is simply hilarious. And then Starlight faints.
- When Trixie accidentally makes the Cutie Map disappear, her response is a sheepish "Ta-da!"
- The gang's tendency to break into song costs them the escape room record. Later on, when they tell Trixie and Starlight about what they learned during the day, Pinkie adds "when not to sing songs".
- We can guess why the griffons have a record.
- Trixie getting sidetracked by the thought of getting cinnamon nuts. For that matter the song providing us the great visual gag of the Mane Six singing about what good friends they are while Trixie gets chased around Ponyville, screaming for Starlight to help her. Not to mention the song itself being a Brick Joke.
- Trixie is back to her usual narcissistic and braggadocious self and spends the entire episode brushing off the fact she made the Cutie Map vanish, much to the continued annoyance and exasperation of Starlight Glimmer. Right after Trixie makes the map vanish, we see Starlight frantically pacing around the throne room, while Trixie just lounges away without a care in Equestria. Bonus points for lounging in Twilight's throne.
- When Trixie goes off on yet another tangent at the jewelry shop, Starlight spends the entire scene staring at Trixie with an expression that screams "are you freaking kidding me right now?".
- "Starlight, are you okay? Because you look a little...what's the word? Lghblala."
- Starlight's expression gets continually more and more annoyed throughout the episode leading up to the moment when her bottled anger breaks out, until at the end you can tell she is 110% done with Trixie's antics.
- Really, the fact that - up until the Hate Plague gets unleashed - Trixie spends the entire episode giving zero bucks about anything that's going on, no matter how serious the situation gets.
- Trixie being chased around by Bulk Biceps, Granny Smith and the jeweler pony is hilarious enough, but it's made even funnier when they start parroting Starlight's annoyances, much to Trixie's confusion.Granny Smith: And you don't always have to bring up my dark past!
Trixie: I didn't know you had one, Granny Smith!
- This is followed by Granny Smith feebly trying to throw her handbag at Trixie. It just drops onto the ground in front of her.
- Bulk Biceps throws his entire cart after Trixie. Her reaction is to yell "NUTS!" and try to run away... he still hits her, but offscreen.
- Then after the Hate Plague wears off and he realizes what he's done:Bulk Biceps: No! My nut cart! [Starlight magically puts it back together] Yay! My nut cart!
- Then after the Hate Plague wears off and he realizes what he's done:
- After everypony is calmed down and no longer trying to kill Trixie, the jeweler asked Bulk Biceps if he's supposed to be working at the spa when he's currently working as a nut vendor. He panics when he realizes that he's late for his spa job.Bulk Biceps: [sheepishly] What? I wear many hats.
- The fact that the spa apparently thought nothing of one of the most powerful and important magical items in Equestria appearing in their lobby. They just started using as a massage table. Along with the "being possessed by Starlight's misplaced rage", you get the impression that Ponyville is used to all this by now.
- Trixie calling Starlight "Mini-Twilight".
- The return of Starlight's "QUIET!" face.
- When Starlight describes how difficult it is to perform teleportation, Trixie says, "Challenge accepted."
- Twilight's idea of a perfect friendship retreat was basically a typical corporate mandatory fun exercise. She even calls it team building!
- When the Mane Six complete the escape puzzle, Fluttershy announces her acquisition of the final key exactly like a character in a 90's visual novel RPG.
- After all the disasters she caused:Starlight: Haven't you learned anything about using magic to solve your problems?
- Fluttershy's line.Fluttershy: I've got the key.
A Flurry of Emotions
- Shining Armor and Cadance show up out of nowhere, still looking just as frazzled as last time and having trouble remembering what they just said.
- Flurry has named her favorite toy Whammy, resulting in Cadance advising Twilight to "give her the Whammy" like she's talking about mind control.
- Twilight and Spike learn the woes of trying to spoon-feed a stubborn baby.Spike: When they said mashed peas were her favorite, did they mean her favorite thing to decorate a room with?!
- Some of the bizarre art pieces at Spearhead's show. Especially when they start reminding Shining Armor and Cadance of Flurry Heart.Princess Cadance: This one kind of reminds me of Flurry's hair.
Shining Armor: Uh-huh... And this one reminds me of Flurry, too.
Spearhead: How so?
Shining Armor: It's small... like her!
- Pinkie Pie pulling a lever to drop herself down into her secret party-planning lair from "Party Pooped".Pinkie Pie: BRB!
- Pound Cake and Pumpkin Cake chasing Flurry Heart around and throwing cupcakes at her after she breaks one of their toys in a misguided attempt to get them to stop fighting over it.
- Twilight realizes Flurry Heart got into trouble again when she sees Pinkie Pie "making the same face Cherilee made".
- Twilight was at Sugarcube Corner getting Cheerilee an apology treat when the above incidents happened. She gets three of Pinkie's favorite after Flurry's latest mess.
- Related to the above, Pinkie has a seal for "apology treats", and shows it by posting it on Twilight's forehead. At the end of the episode, it's shown that Twilight bought an "apology cake", seal included, for everypony in the hospital.
- Apparently the spell that Sunburst gave Shining Armor and Cadance to control Flurry's magic is limited, because she uses it to cause all kinds of trouble in this episode. The biggest example is when she realizes she has lost her Whammy after a short tantrum and looks all around the hospital to find it. It's endearingly humorous to see Flurry's baby logic make her think Whammy could be inside her bottle.
- In one particular scene, Nurse Redheart asks a patient to say "Aaah" to perform a throat examination. As he begins to open his mouth, Flurry teleports in and pries it open, causing him to shriek.Nurse Redheart: Say "Aah".
Patient: Aaaaa... [Flurry teleports in and pries his mouth open] —AAAAAHH!
- "Is this art... or a mistake?"
- And when Shining Armor thinks the trash can is part of the art.Shining Armor: *points at the trash can* We were just looking at the...art.
Spearhead: That's a trash can.
Shining Armor: I knew that.
Spearhead: But who says it can't be art? Art is whatever speaks to you.
- Bonus points for Amethyst Star putting something in it... and backing away when she notices Shining Armor watching.
- And when Shining Armor thinks the trash can is part of the art.
- Twilight and Flurry playing acrobatics with their teddy bears, with Flurry's bear clumsily bumping around the books.
- Cheerilee wonders why Twilight, who obviously has an enormous library of books, needs to come borrow one from the school. Twilight answers that she doubts the kids would be interested in something like a seven volume history of amulets.
- When Flurry tries to wink, she can barely close one eye half way and just blinks instead.
- When Twilight's latest time-saving-trick appears to be working:Spike: Huh, I shouldn't have doubted you.
Twilight: Thanks! Wait, you doubted me?
- Twilight's Freak Out on the way to the hospital.Twilight: It'll be okay! It has to be okay! It's been so terrible so far that it can't...! [Spike squirts Flurry's bottle into her face]
Spike: Sorry, Twilight!
Twilight: ...No, I needed that.
- Cadance supplying Twilight with diapers, extra diapers and backup extra diapers.
- Twilight's continual bouts of Cuteness Proximity with Flurry are equal parts adorable and hilarious.
- When Spearhead describes the meaning of his painting of A Thousand Nights in a Hallway (which is just a solid black canvas), Shining joins Spearhead in a Thousand-Yard Stare upon remembering all of the nights of guard duty they served.
Rock Solid Friendship
- Pinkie Pie being overly-enthusiastic at Maud's graduation ceremony. Especially funny since Maud, her family, and Rusty Tenture (the teacher handing Maud her diploma) are the only ones there.
- Pinkie Pie briefly making herself look just like Maud when quoting her on the train ride to Ponyville.
- Rarity meeting Maud in the gem caves:Rarity: Congratulations on your rock-torate. What are you doing now?
Maud Pie: Talking to you.
- Rarity's dramatically heartbroken reaction to finding out the gems she was using aren't actually rare.
- Pinkie Pie trying to keep Maud's interest by passing Lyra Heartstrings off as a rock, intimidating poor Lyra into standing perfectly still. An unamused Bon Bon pushes Lyra away with her.
- Maud, ever Literal-Minded, doesn't see what's so different about Twilight's castle compared to any other crystal that grew from something, or any other structure built from minerals.
- Pinkie tries to pass Tank off as a rock to Maud, but she sees through it right away.Pinkie: Whose side are you on, Tank?!
- Pinkie Pie literally deflating when it looks like she won't be able to convince Maud to move to Ponyville.
- Starlight realizes they've met before:Starlight: Don't tell me! [thinks hard, music swells] ...Yeah, see, I was really hoping you would tell me while I pretended to remember.
- It turns out Starlight Glimmer and Maud have met before... when Maud unwittingly told Starlight where to find rocks that could contain cutie mark magic.
- Pinkie's reaction to learning how Maud unwittingly helped Starlight enslaved a town is also this:Pinkie: [laughs nervously] Hey, I got an idea. Let's not tell anypony that part where you maybe, for sure, accidentally helped Starlight enslave a town! [laughs again, then gives Maud a Death Glare] Tell nopony!
- Pinkie constantly butting in on Maud and Starlight hanging out. At one point she shows up claiming to be delivering a pizza... to the nearest bystander, who happens to be Derpy Hooves. Pinkie proceeds to throw a boxed pizza at Derpy, where it bounces off her head before Derpy chases it off screen.
- She even tries to get Starlight to talk about her feelings regarding the matter.Pinkie: Hey! You could use this time to bond and talk about feelings! For example, do you feel like you're becoming friends?
Starlight: Um... I feel... like I don't want to talk about feelings?
- "I didn't get a Rocktorate because I can shred on guitar like nopony else."
- Pinkie stages a cave-in in an attempt to get Maud and Starlight to bond... and then Maud just breaks through the sandstone roof of the cave by throwing Boulder at it. That's right, freakin' Boulder saved the day! Then, afterwards, Starlight praises Boulder, not Maud.
- Starlight trying (and failing) to gently break it to Pinkie she was trying too hard to get her and Maud to bond.Starlight: You kinda, sorta... got in the way.
Starlight: You're right; too harsh! Let's go with... you ruined everything all the time?
- The adorably awkward little face she makes just sells the joke.
- Starlight's Brutal Honesty also came up when she explained her absence from Pinkie's brunch.Starlight: If this is about brunch, I-I, uh... You know what? Jalapeño red velvet omelettes sound gross. I-I just can't.
- Pinkie licking Maud's hoofprints in order to track her through Ghastly Gorge.
- Maud tries to convince Pinkie she's fine:Maud: You didn't have to come. I'm having a great time. I even made a new friend.
Pinkie: Is it a rock?
- While running away from the Quarray Eels, Pinkie finds Maud dangling precariously off of a cliff. Pinkie starts to apologize. Turns out the ledge that Maud was hanging off of wasn't far off from the ground.
- When Pinkie and Maud get back to Maud's camp in Ghastly Gorge, we see Boulder sitting on a chopping block with an axe stuck in it, wearing a little orange knit hat. Seems he was keeping himself busy while Maud was out in the field.
- Starlight and Maud's reunion.Starlight: You're back!
Starlight: For good?
Maud: Mm-hmm. This doesn't mean we need to start talking about feelings, does it?
Starlight: Heh. No way.
- In the final scene, Pinkie once again butts in on Starlight and Maud's interactions. She sheepishly decides to leave, walking offscreen... then comes back, having gone the wrong way.
- While walking through the market with Starlight, Maud mentions that with the right type of rock one could use their magic to take over Equestria. Starlight has to stop and think about whether Maud is being serious or not.
- When discussing her interests, Maud says she also likes minerals, plate tectonics, and stand up comedy, of course.
- Pinkie Pie taking a sheet out of Maud's book when Maud tells her to "slow down" from her excited motor mouthing:Pinkie: Yoooooooouuuuuuu're moooooooviiiiiing toooooooo Pooooooonyyyyyyyyyviiiiilllllllle.
- Pinkie Pie asking Maud what Starlight Glimmer's "smile-to-frown ratio" was.
Fluttershy Leans In
- Angel Bunny bursting into Ocular Gushers when he sprains his foot doing parkour.
- When Fluttershy and Doctor Fauna says "Oh dear", a deer hops by in the background.
- The bear who's made himself a little too at home at Dr. Fauna's office, walking around in a shower cap and Modesty Towel and clipping his toenails.
- Pinkie asks if Fluttershy's dream involves building a giant bouncy castle shaped like a bunt cake.Fluttershy: Um, no, not exactly...
Pinkie Pie: Oh, just me then!
- When Fluttershy is trying to reassure Dr. Fauna about her overcrowded office:Fluttershy: You're the best vet pony in Equestria; at least that's what I've been telling everypony!
Dr. Fauna: Uh, you did what?
- When Fluttershy is tucking the animals in for the night, there's a fish in a coffee cup on the desk. Later at the finished Sweet Feather Sanctuary, the fish is still in the cup. Despite now being in a body of water.
- Lola the sloth hugging Fluttershy's hind leg starts off as adorable, but it gets pretty funny when the next scene, taking place at Fluttershy's home the following day, shows she's still clinging onto that leg.
- Fluttershy tells Hard Hat that she doesn't want to clear away the trees like you'd do in a regular construction project, but to use them. Later, when Hard Hat has ignored her instructions and just built a regular house, he claims that he doesn't see what she's complaining about - he did use the trees! Cue him pointing at a pile of planks...
- Rarity realizes how long it's been since she's spent time with Sweetie Belle, then Sassy Saddles walks in:
- When Rarity arrives at the CMC Clubhouse, she declares: "I'm so excited I could faint! You don't happen to have a fainting couch around, do you?"
- Scootaloo tries to show Ripley how to catch a ball by demonstrating it herself. After she drops the ball, Apple Bloom actually pats her on the head and says "Good Scootaloo," as if she was an actual dog.
- The photo shoot and the silly costumes Rarity and Sweetie Belle are wearing:
- Little Bo Peep and a lamb
- A chicken and an egg.
- A butterfly and a caterpillar
- A frog and a tadpole
- A flower and a seed
- At each shoot, Rarity is hamming it up as usual, saying "Love the camera" and "Hate the camera," while Sweetie Belle just sits there with a look that simply says, "Kill me now and be done with it." Then, after the shoot is over, Rarity exclaims: "Sweetie Belle, you did 'hate the camera' for all of them!"
- After their argument, Rarity goes to give Sweetie Belle a piece of her mind...then realizes she's still wearing the flower costume:Rarity: Oh, dear; I really should have changed.
- Rarity also chooses to wait for Sweetie Belle to be done talking with Zipporwhill, because "anger is no excuse for poor manners."
- The way Scootaloo elects to get to Cloudsdale. Since she can't fly up there, she sets up a ramp pointing towards it, hops on her scooter, and gets inside a giant slingshot. Which goes off prematurely.
- "Nailed it!"
- Every second of fangirling she does over meeting Rainbow Dash's parents and seeing her childhood memorabilia, squeeing so loud the parents have to plug their ears.
- After Scootaloo takes a bite out of Rainbow Dash's favourite meal, a pasta and potato sandwich on sourdough bread, she breaks off half of it and sticks it into her report. It soon comes back at the end when Cheerilee says that she has to lower Scootaloo's grade because the sandwich had gotten all mouldy.
- One of the items that Rainbow Dash's parents keep to honor their daughter is the diaper she was wearing when she spoke her first word.
- When Windy trades Scootaloo for a "Rainbow Dash Saves Ponyville" headline, the diaper is what Scootaloo gets in exchange. That must have been weird to explain to the class when she was presenting.
- Just how enthusiastic are Bow and Windy? At one point their cheering for Dash in front of the Wonderbolts is so loud they cause turbulence.
- At the end of the episode, when Rainbow Dash and her parents are cheering Scootaloo on, Cheerilee is trying her best to get them to keep it down, even saying "This is not a rock and roll concert!"
- Rainbow Dash, of all ponies, being called "You modest pony, you!"
- Bow installed a sound system to produce the effect of a cherubic choir every time they open the door to their Rainbow Dash shrine.
- And then Scootaloo exploits it after informing Rainbow's parents that Rainbow is a Wonderbolt now.
- During a Wonderbolt event, Bow and Windy start shooting off fireworks, one in the shape of Rainbow's face. Rainbow's teammate (who had previously assured her they all had embarrassing parents) delivers an extremely deadpan, "Wow."
- Scootaloo's horrified and shocked reaction to Rainbow Dash admitting there was a time when she "wasn't the best at everything."
- Rainbow agrees that her "Greatest Napper of All Time" award is well-deserved, and demonstrates it by instantly falling asleep in the middle of her conversation with Scootaloo.
- When Rainbow's parents show Scootaloo RD's old room, they plug their ears because they know what's coming.
- Rainbow's parents get her so distracted at the ribbon cutting ceremony she accidentally cuts off Spitfire's tail.
Hard to Say Anything
- The CMC stow away in Big Mac's apple cart. Then when he arrives:Apple Bloom: Big Mac's coming! Quick, act like apples.
Sweetie Belle: What? How?
- They then huddle together and pile apples on their heads, with various goofy expressions. Fortunately for them, Big Mac is too love-struck to notice.
- Big Macintosh is so smitten after his latest visit with Sugar Belle that, despite his earlier evasiveness, when Apple Bloom asks he just casually admits that he's got a crush on her.
- When the CMC first offer to help Big Macintosh win over Sugar Belle from Feather Bangs.Big Macintosh: No love potions!
- This conversation:Apple Bloom: What can he do that you can't?
Big Macintosh: [pointing to Feather Bangs] That.
[Feather Bangs is juggling three red balls]
Feather Bangs: These balls are just like you: I'll always catch you if you fall. [cue sighing fangirls behind him]
Scootaloo: Seriously? That line worked!?
- Feather Bangs' and Big Mac's dueling songs.
- Big Mac's song is a country ballad full of overblown metaphors. He struggles to come up with lyrics on a few occasions, at one point rhyming "blue" with itself and closing one verse by mumbling "something, something, something, something, be mine!"
- Even funnier is that Big Mac is using the word "blue" to describe Sugar Belle's eyes... which are actually magenta, so Apple Bloom has to hold up a pair of color-filtered lenses over Sugar's eyes.
- Feather Bangs' song — an obvious parody of boy bands — has the last verse so Auto-tuned the lyrics are almost completely incomprehensible.
- Feather Bangs' standard auto-tune singing? Up to interpretation, but smooth and sounds good if heavy production. Feather Bangs' over auto-tuned? Funny for the incomprehensibility. Feather Bangs' trying to sing with the gramophone and sounding terrible without the auto-tune? Hilarious.
- Sweetie Belle might not be quite as mature as previous episodes have implied:Sweetie Belle: When I was younger, I read all the fairy tales.
Scootaloo: "When you were younger," huh?
Sweetie Belle: Well, I was younger on the way here. (Beat) It was a long ride!
- This line from Sweetie Belle: "Hey! That's our metaphorical sunset they're riding off into!"
- In one conversation early in the episode, Big Mac doesn't say "eeyup" once, but rather, assorted other one-word affirmatives.
- Scootaloo's whole attempt to distract Sugar Belle:Scootaloo: I'm new in town; mind showing me around?
Sugar Belle: Uh, sure. (points) That's the whole town! It's just the one street.
- When the Cutie Mark Crusaders ask Big Mac if he's ready and he says in a dynamic voice, "Oh, yup!". In the next scene, he's all dressed up and says "Oh, nope!"
- The CMC spying on Big Mac and wearing costumes. Sweetie Belle wears a pair of glasses with a moustache and nose and says she's "Shining Spectacles, a librarian with a mysterious past." Scootaloo wears a rainbow clown wig and calls herself "Rainbow Head" and Apple Bloom wears a pirate hat, calls herself a "spyrate" and talks in pirate lingo. Especially how Scootaloo acts like they're on an important stealth mission.
- When Apple Bloom finds out that Big Macintosh has a crush on Sugar Belle.Apple Bloom: My brother has his first crush!
Sweetie Belle: His first? What about Cheerilee?
Apple Bloom: It doesn't really count if you force him to drink a love potion. (dancing around) My brother has a crush! My brother has a crush!
(the background ponies look confused)
- Sweetie Belle's Precocious Crush on Feather Bangs results in some funny moments:
- Sweetie Belle nodding dreamily when Scootaloo admits that Feather has a "good mane".
- When Feather interrupts Big Mac's song with his own, Sweetie Belle is shown enjoying it, and gets annoyed when Feather's admirers suddenly block her view.
- Rarity comments how lucky she is that Spike just happened to be walking past her boutique when she needed help putting up flyers.Spike: [blushes] Uh... yeah, right! Just... "happened" to be walking past!
- Pinkie Pie and Spike questioning who Rarity has decided to pick for her third judge.Spike: Countess Coloratura?
Pinkie Pie: Sassy Saddles?
Spike: (big, hopeful eyes) Spike?
- Rarity announcing she wants Applejack to help judge the fashion competition starts a round of Big Whats from Applejack and the others. Cut to commercial. Cut back to Applejack saying "What?!" again and Rarity commenting "You already said that, darling."
- Applejack claims that her clothes closet consists of "Twenty versions of this hat," as she gestures to her trademark cow-pony hat.
- Photo Finish dramatically fainting when Applejack laughs at a disco-ball outfit she and Hoity Toity show off. She even goes so far as to announce "I faint!"
- Followed by Rarity assuring Applejack: "Don't worry: it happens all the time."
- Rarity going full-on metal on a acoustic guitar. Pinkie is left dumbstruck.
- The very concept of Rarity knocking on Strawberry Sunrise's door, knowing full well that she's going to badmouth apples and get AJ all riled up.
- After Applejack drags the judges and contestants back to Carousel Boutique and apologizes to them, Starstreak, Lily Lace, and Inky Rose agree to go ahead with the fashion show under one condition:Inky Rose: Untie us...
(Zoom out to reveal the contestants are tied up with a lasso)
- Applejack's You Keep Using That Word moment to Lily Lace's frequent use of "literally," especially for just how much Truth in Television it is:Lily Lace: You can thank Applejack. She literally did it all by herself.
Applejack: I don't think that word means what you think it means.
- Photo Finish's reaction to meeting Applejack.Photo Finish: Who is this who speaks!?
A Royal Problem
- Twilight spends most of the episode freaking out. In fact, Twilight starts the episode freaking out, mouth open and unable to do anything but make squeaking noises when she sees Starlight was called to the Royal Palace in Canterlot.
- Twilight uses a spell to talk with and monitor Starlight in Canterlot that makes her appear as a figure on a music box in her room. Every conversation they have is hilarious.
Starlight: You know how some ponies say nothing's wrong, but you can tell something's definitely wrong?
- When Twilight asks why Starlight thinks Celestia and Luna are having problems:
Twilight: [nervously] ...Noooooo?
Starlight: That's basically what the princesses did when I said there was a friendship problem. Only they did it more, you know, regally.
Twilight: This is big! I mean, really big! [realizes she's freaking Starlight out] ...But I'm here if you ever need to talk. Or listen to music! [starts running the music box] Comforting, right?
- Twilight lets slip how serious the sisters arguing could be.
Starlight: The princesses aren't the best at communicating.
- Later, this exchange.
Twilight: Gasp! I'm sorry, it's just that... you said "princesses" and "aren't the best" in the same sentence AND IT'S MAKING ME NERVOUS!
Twilight: I'm not helping, am I?
- Starlight's response is to Head Desk
Guard Pony: [knocking on the door] Are you OK in there?
- After Starlight switches the Princess' Cutie Marks, we cut to Twilight hyperventilating so loud, Starlight's guard outside hears.
Starlight: [unconvincingly] I'm good! Just, uh, reading an exciting book! [quietly, to Twilight] He's gonna think I'm nuts!
Twilight: He's not the only one...
Starlight: [With an "I'm so done with you" expression, opens a drawer and sticks Twilight in it.]
- Celestia likes to bake pancakes in the morning. Pancakes with adorable faces. At the end, Luna tries to do the same... It doesn't work out nearly as well, and she knows it.
- Luna is, unsurprisingly, Not a Morning Person, walks in each morning with Exhausted Eye Bags, and generally comes off as a Bratty Teenage Daughter. The first time she comes into the dining hall in the morning, she takes a bite of a pineapple and walks away with it muttering "too tired, please excuse me" when Celestia invites her to join the meal. The next day when she comes in, she unpeals a banana, eats the peal, and lets the banana drop to the ground.
- It's supposed to be dramatic, but seeing the normally poised and serene Princesses of Equestria banter like squabbling children is just hilarious.Luna: I'm sorry I never noticed you make fruit faces on pancakes, but nights are long for me. You may be a morning pony, but I am half asleep.
Celestia: You think I don't get tired? I'm exhausted! Oh, I apologize for not noticing flowers in the wall sconces, but by the time I retire for the night I can barely see straight! Even so, I still make an effort to smile. [smiles wide]
Luna: [scoffs] Like smiling is so hard. (Celestia's smile fades)
Starlight: [nervously] I'm sure that's not what Princess Luna meant to say!
Luna: Is THAT what exhausts you!? Smiling and being adored by everypony!?
Celestia: And you have it so much worse do you!? You've spent your evenings flitting around and giving ponies lovely dreams, oh it sounds just awful!
Starlight: Okay! I feel like we should step back, take a deep breath and— [is shoved aside by Luna]
Luna: DON'T PRESUME TO KNOW WHAT IT IS LIKE TO GOVERN THE DREAM REALM!
Celestia: AND YET YOU KNOW EXACTLY WHAT IT'S LIKE TO BE ME!? OH PUH-LEASE!
- When Starlight tries to intervene on the argument, Luna just shoves her aside with telekinesis without even turning her head.
- After Starlight switches the Princesses's Cutie Marks, she announces "There! Now you'll know exactly what it's like to... be each other!" Followed by an audible gulp and a hilarious "Please don't kill me" expression.
- Followed by her very nervously explaining that she doesn't know how to reverse the spell, and earning the Death Glare of the century from the princesses:
Luna: [snidely] Well, I could use an easy day followed by a good night's sleep.
- After Celestia and Luna calm down from the cutie mark switching thing, the two are quick to partake in Passive-Aggressive Kombat.
Celestia: You can try. I haven't had an easy day in, well EVER! But now, I get to sleep and tonight will be a breeze.
- When the princesses decide to go along with the switching roles for a day, Starlight pleasantly reminds them they didn't really have a choice, prompting a Disapproving Look and snort from both of them.
- Luna's idea of reassuring ponies that there aren't any Timberwolves around is to go up to them and yell in her Royal Canterlot Voice "THERE ARE NO TIMBERWOLVES!" Naturally, this only makes the ponies more freaked out.
- Luna's overdoing it on her attempts at smiling so much that it results in her giving a humorous looking scowl JUST as her picture is taken for a school fundraiser.
- Celestia talking to herself out loud as she prepares to enter the dream realm because no-one else is around, calling herself out on it, and then doing it again. Later, Luna asks if she talked to herself, and Celestia sheepishly admits it.
- There are many hilarious Freeze Frame Bonuses to find when Celestia enters the dream realm. Highlights include Cadance having a dance party with Flurry Heart deejaying, Pinkie Pie using Gummy as a surfboard, and Derpy as a Queen holding the Twilight Scepter from "Princess Twilight Sparkle".
- Another highlight is Starlight's dream, where, in the span of approximately fifteen seconds, she goes from falling into a void while surrounded by Celestia's fruit-faced pancakes speaking to her, to landing in a flower bed, to pirouetting on a music box like an ivory ballerina (with the appropriate outfit, too) while a giant version of Twilight yells at her with the sun and moon for eyes.
- Daybreaker on Nightmare Moon powering up: "So much black. We get it, you're sad." Daybreaker in general, when she's not busy being scary. You can tell that Nicole Oliver was having an absolute blast with the role.
- As a peace offering in the morning, Luna makes Celestia pancakes that look far less appetizing than hers.
Celestia: In that case, (tosses the plate of pancakes away) they are terrible.
- When Celestia tries a bite and remarks they taste delicious, Luna laughs because she knows they definitely do not, and Celestia doesn't need to put up an act of perfection around her like she does other ponies.
Luna: I know!
- During the climax, Celestia admits how hard it is to rule the night. She starts to name all the hardships that come with the night shift. If you watch Luna's expression, you see her rolling her eyes a bit like she's wordlessly saying "All right, I know my job is that hard, no need to preach to the choir".
- The millisecond when Starlight completes her mission, Twilight teleports into the scene, lies about coming to deliver Starlight's toothbrush (which obviously belongs to Spike), reassures the Princesses how not worried she was about this, and frantically asks Starlight to tell her how the mission went, telling her "start from after [Twilight] hyperventiled, and don't leave out ANY details!" She then trots awa draging Starlight behind her in telekinesis while Starlight gives the Princesses a deadpan stare of boredom.
- The final scene:Luna: Oh, by the way, there's a field trip you need to make happen and a, ahem, timberwolf issue you need to address.
Luna: Oh, look! There's the sun! Time for me to turn in! (flies away)
Not Asking for Trouble
- In the midst of running and exclaiming "Oh my Gosh" all the way to the Castle of Friendship, Pinkie Pie knocks over Applejack's buckets of apples. She pauses her oh my gosh-ing to apologize.
- Prince Rutherford thinks Pinkie's name is "Pink Pony who lives with Baked Goods".
- Pinkie Pie "subtly hinting" that she wants to come to Yikslurbertfest.
- The Yak festival is named Yikslurbertfest, and naturally, involves a lot of stomping.
- Prince Rutherford saying "Pink Pony better check self before wreck self!".
- We catch the tail-end of one of Prince Rutherford's Yak Stories:"...And that is how Yaks defeat evil and save world."
- After the Yaks' stomping causes an avalanche, Pinkie asks if this is all a part of the festival. Rutherford responds with, "Pink Pony ask too many questions."
- Pinkie's story to convince Rutherford to seek help is so paper-thin as an allegory that it involves a Goat prince named "Drutherford" asking the magical cows of Bovineville for help dealing with a sandstorm.
- At the conclusion of Pinkie and Prince Rutherford's argument we get this:Prince Rutherford: Bang! Pretend there is door. I just slammed it.
- Bonus points for this being the only time a yak refers to himself with a personal pronoun.
- Pinkie playing "20 Million Questions" with Gummy on her way back from Yakyakistan. And her attempt to play it again on the return journey.Rainbow Dash: We're not playing that!
- Pinkie recaps the episode for the rest of the Mane Six, apparently word-for-word, and referring to herself as "Pink Pony" the whole time. Followed by this:Twilight: Pinkie Pie, we have to help the Yaks.
Pinkie: So in conclusion, we have to help the Yaks!
[Twilight looks confused]
Applejack: Just go with it, hun.
- Pinkie's proverb:Pinkie: You know what they say: you can lead a yak to water, but you'd better not let 'em know you're doing it!
Rainbow Dash: Nopony says that! Do they?
- When the Mane Six get to the gates of Yakyakistan, Pinkie dramatically climbs them wearing her spy outfit from "The Crystal Empire". Then Rainbow Dash gives Twilight a look and flies over the gates to open them.
- The Brick Joke of a set of "honorary yak horns" being too heavy for Pinkie's "small pony head".
- Pinkie: Seriously, this is heavy. (falls over)
- In the opening, Discord creates a bespectacled clone of himself to bounce ideas off of. He then pulls a Glad I Thought of It on himself. When his "idea guy" objects, Discord creates a hole on the ceiling of Fluttershy's cottage that the Discord clone falls through.Idea Guy!Discord: Why didn't I see that coming...
- After the tea party, Discord conjures a faucet to wash his hands and leaves it running throughout the rest of the scene. Then, when he's about to leave, Fluttershy asks if he'd mind "helping her tidy up." Cut to a wide shot showing her whole house is flooded, complete with an irritated-looking Angel rowing his way across the floor in a bucket.
- When Discord gets upset at the tea seller for asking if he's sure he and Fluttershy are friends, he disappears in a huff, only to reappear again and ask the tea seller if she validates.
- During the preparation montage with the other clones, Discord role-plays with one of them dressed in a crude Fluttershy costume. Later, when he takes off his 'normal' outfit, he's still wearing the Fluttershy costume underneath (somehow).
- When preparing his normal tea party for Fluttershy, Discord goes through a Costume-Test Montage that ends with him looking like Mr. Rogers.
- Rejected costumes included Oscar Wilde and King Henry VIII.
- When Discord starts to fade out, Fluttershy decides to act chaotic to try and save him. However, Fluttershy being Fluttershy, she tries to instill chaos by gently knocking over an empty tea cup and taking bites out of all the finger sandwiches.
- She then imitates his habit of creating clones to bounce ideas off of by grabbing every reflective object in the room and talking to herself in them.
- Fluttershy manages to anticipate all of the wacky things Discord was orginally going to have at his tea party: green tea that turns you green, ginsing tea that actually sings, furniture that rests on the ceiling, stairs that go nowhere, and even though they never discussed it, she knows he has no use for gravity!
The Perfect Pear
- In the opening, Applejack and Big Mac's idea for hiding the jar of pear jam: rip up one of the floorboards and bury it in the dirt beneath. Then, when Granny Smith appears, Applejack hastily piles the dirt back on, sticks the broken board on top, and "casually" leans on it.
- Even better is the fact that Granny apparently doesn't notice, even walking over the pile of dirt without so much as a second glance.
- The Apple Family history is apparently so extensive, Goldie Delicious has at least 138 volumes to cover it all.
- When Goldie finds the right book, she misreads its title as "Feud with Bears" before quickly correcting herself with "Pears" due to her bad eyesight. The idea of the Apples having a feud with bears can lead to some really silly images.
- Out of all her cats, Goldie has a pet cheetah.
- The fact that Bright Mac and Pear Butter have adult voices even as young foals.
- Bright Mac and Pear Butter as foals, declare that they each has been told not to talk to the other... and without skipping a beat proceed to talk to one another.
- Pear Butter's song is preempted by her saying she got Bright Mac something. When she pulls out a guitar, Bright Mac snatches it from her, assuming that was the gift, even though he doesn't know how to play it. Judging from their interactions, though, it was likely just a bit of playful teasing on Bright Mac's part.
- Bright Mac's rambling about how he thought his love proposal would go if it weren't for the fact Pear Butter spit it out first. Also counts as Heartwarming Moment.
- Really, Bright Mac and Pear Butter both going into love-struck looks is rather humorous, since their respective best friends (Chiffon Swirl/Cup Cake and Burnt Oak) waved their hooves in their faces to try (likely in vain) to snap them out of it.
- At Bright Mac and Buttercup's secret wedding, Granny Smith and Grand Pear show up at the last minute, demanding to know what's going on.Bright Mac: Ma, Grand Pear, Buttercup and I are in love.
Granny Smith and Grand Pear: WHAT?!
Buttercup: And we'll be married as soon as Mayor Mare says...
Mayor Mare: (hurriedly) Oh! I-now-pronounce-you-husband-and-wife!
- It's easy to miss due to the emotion of the scene, but when Bright Mac returns to Buttercup's side after the latter claims the Apples are now also her family, Mayor Mare, Cup Cake, and Burnt Oak hurriedly back away, with the latter two not appearing again for the rest of the scene.
- After forgiving him, Apple Bloom excitedly asks Grand Pear if she can call him "Grand-père-Pear".
Fame and Misfortune
- Twilight literally getting caught in the crossfire of an argument between two fillies, Toola Roola and Coconut Cream.
- Another pony finishes his meal, only for one of the warring fillies' projectiles (a banana split) to land on his plate. He simply shrugs at his good fortune and chows down.
- Rainbow is flipping through the old journal when suddenly a page explodes in a shower of confetti. Cue a deadpan "I found Pinkie's page."
- Starlight awkwardly mentioning she knows the spell to duplicate books from when she learned it years ago to duplicate a "certain manifesto."
- Poor Rarity goes off the deep end when criticism of her entries in the journal actually causes her to lose business. She ends up locking herself in her boutique, making increasingly outlandish freaked-out faces and "stress-sewing" up an absolutely garish-looking outfit to wear.Rainbow Dash: Uh, Rarity, what are you wearing?
Rarity: My emotions, darling! Stress couture!
Rarity: Right away, pony who still likes me!
- Starlight apparently decided to have a "little chat" with the ponies who insulted Rarity. Whatever that "chat" entailed, the fact that said ponies return no worse for wear at the end of the episode implies that it didn't work.
- Since her breakdown, Rarity seems to say "darling" at the end of every sentence, not unlike a certain G3 fashionista.
- Applejack bursting in on Rarity's stress-sewing session and ordering 100 blankets.
- Pinkie Pie's frustration when the ponies of Ponyville start laughing at literally everything she says just because she's "the funny one".Sassaflash: Classic Pinkie! She's even funnier in real life.
Pinkie: You've known me for years!
- Prior to this, Pinkie bounces Twilight.
- Applejack has a fan club called the "Sweet Apple Admirers" who have taken her lesson about "friends are family" to heart and now want to be part of the Apple clan.Twilight: Can't you get rid of them?
Applejack: And kick out my own family?!
- A reporter from Canterlot complains that Twilight's character would've been more interesting if she stayed in Canterlot. Twilight rightfully points out that This Is Reality.Twilight: My character?! We are real ponies! This journal is a record of things that actually happened to us!
- The Mane Six respond to the critics outside by singing an epic song about how they aren't flawless or perfect and that's okay...and the crowd immediately goes back to arguing once they're done.
- By the end, the episode just drops all pretense about being a Take That, Audience! to the more toxic fans, with one pony saying Twilight was better before she had wings and another begging to know if Pinkie is related to the Apples.
- One scene has a mare complaining how Fluttershy is hard to relate to since she's so shy, and a pony standing next to her with Fluttershy fan memorabilia awkwardly steps away.
- At one point Fluttershy is practically growling about what may happen if she has to defend herself just one more time only for her to realize that Rarity is taking her measurements while she's venting. She turns to give Rarity a Death Glare, and the fashionista has to hastily apologize, saying it's a force of habit.
- When Spike reveals he has a checklist of reasons to worry about Ember's visit, Starlight remarks he's been hanging around Twilight too long.
- When Thorax comes to Ponyville, he's distracted by the fire like an insect drawn to a light.
- And minutes later, we see Thorax happily curling up next to said flame, as if it's a FIREPLACE OR CAMPFIRE.
- Spike's welcoming speech for Ember:Spike: Dragon Lord Ember, as the official Equestrian friendship ambassador for the Dragon Lands and for Ponyville, I, Spike of Ponyville, welcome you to... uh, Ponyville. Heh...I gotta work on my official speech...
- The constant Culture Clash Ember has trying to get along with the ponies and figure out how they do things.
Ember: In the Dragon Lands, everything's just rocks or the color of ash. (sneezes and sets the banner on fire) ...That's probably why.
- When there's a fanfare upon her arrival, she's about to attack one of them before Spike intervenes.
- She comments on how colorful Ponyville is compared to the Dragon Lands:
Starlight: Fine, but you're telling Twilight what happened to her wall.
- Ember is brought to Twilight's castle to eat. Of course, being a dragon, she's more interested in eating the bowls and walls than the actual food. This makes her think that it's pony tradition to cover the walls with someone's favorite food, as she tries to demonstrate with poor Derpy.
- When Starlight tries to correct Ember for eating gems, Spike stops her:
Ember: Usually when I do that the dragons are eager to meet me.
- She constantly thinks that Twilight and Starlight are the same.Ember: I'm just saying, you're both purple ponies with purple hair. You both have cutie marks with sparkly things!
Starlight: Mine's more of a glimmer.
Ember: How is that different?
- And Twilight has wings!
- When she tries to introduce herself to a group of ponies, she loudly boasts of her accomplishments before shooting a plume of fire into the air, scaring them into running.
- Twilight has apparently been distracting Thorax by talking about her favorite reading chairs.Thorax: This castle visit is getting weird... Twilight really likes chairs.
(Cut to Twilight levitating three wooden chairs)
- Becomes a Brick Joke a moment later when Twilight complains she was forced to talk about chairs in order to distract Thorax.
- And another when Thorax settles himself into Twilight's "comfy" chair, then reacts sheepishly when Starlight enters the room.
- Starlight enters the Cutie Map room and finds the map still in the process of summoning Spike.
- After Spike says he thought Ember and Thorax were going to fight because he accidentally invited them both on the same day, Ember and Thorax both glance at each other before looking down at Spike and say "so what?" at the same time. The looks they have make it seem like they're both thinking "are you serious?"
- Ember demonstrates her method of solving problems: throwing a boulder into the air and blasting to bits with her fire breath. Thorax lampshades it:Thorax: Uh...how did that help?
- Ember and Thorax having a heart-to-heart.Thorax: You know, you don't have to be sappy or huggy-feely about it. But you should let your friends know how you feel.
Ember: Uh...I know where we can start. [flies off]
Thorax: Where? (Beat) Oh, Spike. Hah, I got there.
- Ember keeps sneezing and setting things on fire.Ember: I think I'm allergic to feelings...
- After that comes a blink-and-you'll-miss moment, where Ember notices her latest sneeze has singed one of Thorax's antlers , then discreetly blows it out.
- Ember acting like a Tsundere towards Spike about the whole situation and trying to talk about her feelings to the point of trying to spit it out makes her face go red.Ember: I... feel... mad.
- Spike's first response upon being called by the map is to run around town asking everyone in sight if they're having a friendship problem. Their reactions range from just being weirded out to running away, one even diving into a hole.
- As a vocal Funny Background Event, Thorax starts talking to Spike about his uncertainty with how to deal with some renegade changelings who still feed on love, and ends up going for the full Freud approach.Thorax: You know, I think my leadership problem started in childhood. I must've been three when (unclear) there's a different story, and you've definitely gotta hear it. But the story about my brother was when I was two... or was I one?
- Ember is still not a fan of hugs. She awkwardly tolerates the greeting hugs Spike and Twilight give her, and when Thorax brings her into her third one of the episode alongside Spike, her response is a tired "Again?"
- After Spike finds he has a Friendship Problem to solve on top of keeping Thorax and Ember separate:Spike: Okay, to pull this off, I'm going to need both of you to help. You two need to keep Ember and Thorax separate, while I get ice cream.
Twilight: ...You mean find the friendship problem?
Spike: Y-yes! Go easy on me; I'm under a lot of pressure!
- Scootaloo constantly freaking out about things, from Rainbow Dash almost picking poisonous berries to stepping on a twig.
- Rainbow Dash's reaction when Scootaloo informs her that the big pile of berries she's crowing about are deadly: she just drops them without changing expression, and doesn't say another word about it.
- Applejack briefly being hog-tied by fly-der silk.
- Rockhoof was busy digging new holes for the outhouses when the volcano erupted.
- Rockhoof screaming in fear when he sees the eruption of the volcano, especially when it's followed by a Eat the Camera-style Match Cut to Apple Bloom squeeing about how the story is getting to "my favorite part".
- After saving the day, Rockhoof gathers the other members of the Mighty Helm in a Group Hug, including one who had earlier given him a teasing noogie.
- When Rarity asks the others if they knew that the legendary Mist Mane (an old wrinkly sorceress) used to be the most beautiful pony of her time, Rainbow Dash gives a blunt, deadpan "No."
- The CMC discuss how hard it would be for them to believe any of their friends had gone evil:Apple Bloom: I don't know: I've seen you two when you miss breakfast. (Sweetie Belle and Scootaloo give her unamused looks) Kidding!
- Scootaloo, already on edge, begins completely freaking out at the first part of Rainbow Dash's story and glomps onto her face so hard that Rainbow can barely talk.
- Sweetie Belle proudly declaring that she got Rarity down to bringing only three suitcases for their camping trip that year. But Rarity still brought paper lanterns to hang everywhere.
- When Rainbow Dash comes back into the cave with their campfire and a lot more bites, Rarity spends a little while staring at the swelling on Rainbow Dash's face with a combination of worry and disgust.
To Change a Changeling
- Trixie complaining about how Starlight had to teleport them all over Equestria until they got to the hive, and even then they still had to walk.
- Starlight points out that before Chryalis' throne was destroyed, they would only have been able to teleport in "waaaayy over there". "Over there" being "that hill right behind us".
- Starlight and Trixie spend a lot of the episode playfully (and not-so-playfully) snarking at each other.
- Trixie tries to cast her teleport spell by waving her hooves and shouting "teleportation spell, go!"Starlight: Why do you keep doing that? You know it doesn't work that way.
Trixie: I know, but this is my process.
- Trixie boasts that she's not only great and powerful, but unscareable... and then she freaks out when Pharynx dive-bombs her.
- Pharynx being a grumpy jerk for most of the episode, doing things like stomping on the grass and flowers, kicking holes in the walls, and dumping black paint on his fellow changelings.
- What makes the kicking-holes bit funnier, it's Pharynx's poor attempt at completely replicating the Hive's feature of holes randomly opening and closing.
- Starlight trying to sweet-talk Pharynx:Starlight: I know when we first met, it didn't go so well...
Pharynx: I put you in a bag, I thought it went great.
- Trixie and Starlight tell Pharynx about their pasts, including Trixie's rivalry with Twilight.Starlight: But now, Trixie has settled for being second-best (Trixie's eyes bulge) and I no longer control ponies against their will. And our lives are so much better for it.
Pharynx: Wow. So you're both losers.
- The "Feelings Forum" in all its sappy goodness, at least before Pharynx is brought up. Both ponies seem to find it a bit too much even for them.
- One changeling with a natural green color says that some days she feels like she wants to be blue, other days purple. When reminded she can be any color she wants, she protests "but then I'm living a lie!"
- While everyone else is ranting about Pharynx (AKA "You Know Who"), one changeling blurts out his problem: his soup is too hot. Then he credits the Feelings Forum for cooling it down for him.
- Watching the two Changelings preforming a play. One of them is even wearing a Shakespeare-styled neck collar.
- Starlight runs off after telling Trixie to get Pharynx. Trixie questions how she's supposed to find Pharynx. Cue a random changeling passing by, "I just saw Pharynx."
- The small Running Gag where Starlight mentions that Pharynx has left the hive (cue nearby changelings cheering at overhearing the news) then mentions this is bad news because the Maulwurf is coming (cue same nearby changelings screaming in terror).
- The second time this happens, Trixie says "Wait for it", just before Starlight announces the bad news.
- Also the second time, when they learn the Maulwurf is coming, one of the changelings faints mid-air.
- When Thorax goes to find Pharynx and confront the Maulwurf, Starlight declares she's coming with him. He gives her a rather blunt reply:Thorax: Of course you are; this is all your fault!
- After Thorax starts chewing Starlight and Trixie out for nearly ruining everything, Pharynx asks if they want to hear the story of "how I used to make Thorax hit himself."Starlight: Absolutely! Yes! Right now!
- In a meta example, someone at Hasbro accidentally uploaded this episode to YouTube instead of "To Change a Changeling" making it available a week early.
- When Daring explains that all the ponies in Somnambula hate Daring Do and don't know who A.K Yearling is.
- When Rainbow Dash and Pinkie Pie first meet the manager of the hotel, the latter's first impression is that she's fancy, and proceeds to use Purple Prose. Turns out, the manager is from Southern Equestria.
- Rainbow Dash describing Ahuizotl to the ponies of Somnanbula:Rainbow Dash: You know, Ahuizotl, yeah-big, long neck, itty-bitty face, weird claw-thingy on his tail.
- Pinkie Pie getting winded while chasing Caballeron with Rainbow Dash hostage.
- In the end, during the montage of Daring Do taking responsibility, she pays the inn-keeper a tip. ... in the form of a very large bag of bits.
- The fact Pinkie Pie of all ponies is the most level-headed and rational character in this episode, which doubles as an Moment of Awesome for her.
- Pinkie Pie reads the retirement headline with two others, one about an election and another one was about noodles.Rainbow Dash: "What?! Let me see that!"Pinkie Pie: "I never knew you were so into politics, Rainbow."Rainbow Dash: "No, this! It can't be true!"Pinkie Pie: "I'd never have picked noodles as the official food of Whinneapolis either, but here we are."
- Pinkie Pie looking through the window and describing various sad behaviors A.K. is doing. At one point, she freaks out, but then says, "Whoops, never mind. That time she was just stretching."
It Isn't the Mane Thing About You
- After Rarity helps Mr. Breezy he gratefully hugs her. Rarity takes a moment to pull her mane out of his grasp before returning it.
- Pinkie Pie is introduced throwing a party to celebrate the anniversary of Pound and Pumpkin's first sneezes, complete with a silly song.Pinkie Pie: Just about one year ago
There was a tickle in your nose
You snorted through the nursery
- When the Cake twins get glued to the floor with Pinkie's sticky silly string, Pinkie is forced to try prying them up with a crowbar. That she pulled from her mane.
- Rarity's barely contained frustration with her messy mane causes her to explode at the Everfree Forest's fauna.Rarity: Listen, Spooky Eyes! Why don't you take a picture? It will last longer!
- Zecora's idea of gently shooing Pinkie Pie out of her hut when the latter asks for more scary mane magic stories.Zecora: There is one story I nearly forgot // of an earth pony who needed to clean up her shop.
Pinkie Pie: Wow, that's just what I have to do! Huh, weird.
Zecora: Perhaps it'd be better if I were more clear. // You can't clean up Sugarcube Corner from here.
- Rarity's perfectly timed, perfectly pitched scream when she gets a look in the mirror at her mane (or what's left of it).Rarity: My mane feels lighter alrea— [beat] AHHHHH!!!
- When Rarity is told that mending manes is 'tricky' she replies with a rather deranged: "I know! I don't care! Make with the tricks!" *Eye Twitch*
- The whole montage of Twilight and Starlight trying to magic up Rarity a mane:
- The first try puts a crystal pony's mane on her head, terrifying a poor stallion up in the empire. It promptly shatters anyway.
- Second, Rarity is given a block of wood cut from the library door, which a woodpecker takes a shine to.
- And third, while it's unclear what the giant spell did exactly, there is a Distant Reaction Shot of hair exploding out of the castle's every nook and cranny.
- Finally, when Zecora tells Rarity the only way to fix it would be to go back in time, Rarity looks eagerly at Starlight and Twilight...who quickly tell her that would be a bad idea.
- Rarity growing increasingly frustrated by the fact that every one bluntly agrees that her mane is every bit as bad as she thinks it is.Rarity: Oh, come on! Can't anypony pretend it's not bad?!
Fluttershy: We could, um... try?
Rainbow Dash: Maybe...
- Special mention to the fact that Opal takes one look at her mane and completely freaks out.
- It's a blink-and-you'll-miss moment, but when Rarity tries Applejack's method, watch the expression of the cow that Granny Smith is milking. It's eyes widen when Rarity removes her cloak, as do Granny's.
- Harry the Bear revealing a surprising talent for mane styling as he makes a wig out of twigs and leaves.
- When her friends come to visit the Carousel Boutique, Rarity is in there moping and eating ice cream. She asks they close the door, for she is more comfortable in the dark. ...And her friends switch on the lights anyway.
- When Pinkie sees Rarity for the first time after the latter fixed her ruined mane by weaving hair of other colors in the gaps to make a striped mohawk and completed the look with a punk leather jacket, Pinkie says there's something different about her... and then asks if she's using new hoof polish.
- During this scene, Applejack can be seen through the front door playing with Pound Cake's fluffy, shampoo-enhanced mane.
- Pinkie tries egging Rarity a little to read the Vanity Mane article to see a surprise the others have prepared for her, but Rarity doesn't quite catch on:Rarity: Oh, honestly, Pinkie? After all I went through, I'm not sure it even matters what mane graces the page—
Pinkie Pie: (shoving the magazine in Rarity's face) READ IT!
- The grumpy look Rarity gives her afterward sells it.
- Early on, Pinkie pulls a woodpecker out of her mane. Said woodpecker shows up to peck at Rarity's wooden manepiece, take some threads out of Granny Smith's bonnet, and use the threads in Harry the Bear's attempt to make a foliage manepiece.
A Health of Information
- The doctor listens to Zecora's heartbeat and somehow hears a jazzy drum solo.Fluttershy: Do you think it's serious, doctor?
Doctor: Well, that wasn't a good sign.
- Although a serious predicament for Zecora, the sheer outlandishness of Swamp Fever symptoms is worth a few laughs: Bright orange spots on the fur, coughing bubbles, sneezing lightning, and turning into the tree the disease-carrying blossoms grow on.
- Fluttershy's revenge upon the disease spreading flower:Fluttershy: I can't believe a flower did this. I take back thinking it was pretty!
- Twilight still has Waking Non Sequiturs, this time about "Nine by thirteen inch pan," and "NON-STICK PANS!"
- As dire as the situation is, it's pretty amusing to see Zecora struggling to do her signature rhyming shtick.Fluttershy: Oh, no. Zecora, you didn't rhyme! You must be getting worse.
Zecora: Oh. No, no, no, not at all. Something... something... ball?
- Twilight and Fluttershy, while searching for the cure in Meadowbrook's book collection, find out she started keeping journals really young.Fluttershy's Journal: Today, my mom made me eat peas. Peas are yucky.
Twilight's Journal: I met a colt today. He pulled my mane, so I put a frog on his head.
- Twilight's assessment of her journal:Twilight: Also not helpful. Though I kinda want to see where it goes...
- Twilight's assessment of her journal:
- The fact that Fluttershy outlasted and outperformed Twilight on a book hunt and research session.
- "Every second we spend waiting is a second Zecora is coughing bubbles!"
- Fluttershy first finds Twilight stirring a very messy bowl of... something in her kitchen, and learns that the princess is having a cooking contest with Spike. Later it becomes a Brick Joke when Fluttershy produces the cauliflower bites Spike made as his dish, but none of the sweet potato muffins Twilight made - because Spike already ate them all. Twilight's smug grin says it all.
- Fluttershy attempts to use The Stare on a swarm of highly aggressive flash bees, and discovers quite painfully that it doesn't work.
- A sleep-deprived Fluttershy arrives at Meadowbrook's house, she tries to push open the door to no avail and declares their only option is to dig their way in! Twilight turns the doorknob.
- Honestly, sleep-deprived Fluttershy is a laugh in general. It's not often we see her so loopy.
Marks and Recreation
- The Running Gag of Kettle Corn wanting to paint circles. Those circles can be seen everywhere in the camp and she brings them up in every conversation (if she's not distracted by painting another one).
- Even funnier when you realise that since she got her cutie mark writing haiku poetry, she has a special talent in Zen Buddhism, since the circles she paints are enso, which symbolise emptiness. Unfortunately, Zen Buddhism doesn't exist in Equestria, so she's a little bit confused.
- Rumble's transparently "failed" attempts at all the camp activities.
- Ironically, when he "tries" to write a haiku and his pencil breaks, Rumble declares he's tried everything and will have to tell his brother camp isn't for him, in haiku.
- Oh, and it takes a good three-quarters of the episode for the Crusaders to cotton onto the fact that he's faking.
- The CMC being dramatically shocked when Rumble declares he doesn't want a cutie mark.
- The moment when Rumble draws a line in the dirt to split the Blank Flanks Forever Camp from the Cutie Mark Day Camp, leading to the entire group running defiantly into the hills, is funny for two reasons:
- The whole thing escalates so quickly that the CMC are left totally bemused, with Sweetie Belle wondering out loud, "What just happened?".
- In the act of rebelling against the "oppression of cutie marks", it seems that every single camper forgot that their participation in the day's events was completely voluntary!
- In addition, as Sweetie Belle points out, after Rumble splits off and forms his own camp, they basically do the exact same things they were already doing.
- After Rumble upends the entire campers from the CMC, Scootaloo declares that Rumble is a 'mad pony who must be stopped', before she dramatically folds up her telescope with resolve.
- Later, when confronting Rumble "calmly" doesn't help, Scootaloo does it again, as though wordlessly stating "Like I said, he must be stopped".
- After Rumble lures away all their campers, Sweetie Belle claims they just have to calmly talk to them and convince them to come back. Cut to to Sweetie and Rumble having a shouting match.
- Rumble eventually decides that his campers can't do anything if they want to remain blank flanks. Cue the campers sitting around doing nothing, with Skeedaddle (a wild-maned unicorn colt) dangling from a tree, worrying that he might get a cutie mark in being bored.
- When Rumble announces that all potential cutie mark activities will be canceled, every pony stops what they're doing, as though what they were holding was contaminated with a deadly virus. ...Except Kettle Corn note , who merely shrugs it off and goes right back to painting.
- Sweetie Belle's rapid-fire explanation of Rumble's actions to Thunderlane can count, especially considering it parallel's Apple Bloom's "But I want it now!" explanations back from Season 1.
- This dialogue:Apple Bloom: Come on, Rumble. That's not how cutie marks work.
Pipsqueak: (to Rumble) So that's how cutie marks work?
Apple Bloom: (aggravated) Am I speakin' Olde Ponish?! I just said it wasn't!
Once Upon A Zeppelin
- When Spike's initial attempt to convince Twilight to go on the cruise and leave the paper work to him yields no response, he mimes rolling up his sleeves and shoves her out the door.
- When Twilight leaves, Spike mutters "wait for it" and holds up a claw. A few seconds later the excited Twilight realizes that cruises have activities: she can make a schedule! Spike smiles. "There it is."
- Night Light loves bingo because he loves "how the numbers and letters are organized in their little boxes! It's so satisfying!" He is definitely Twilight's father.
- Most of the announcements about Twilight and her family are not even close to being true, for one claiming that Shining Armor and Twilight were born in a "royal tree" and then saying Spike is Cadance's alicorn baby and Cadance saved him from a monster made of fire.
Cadance: ...That doesn't even make sense.
- Cadance's reaction to the latter:
- Twilight Velvet and Night Light rush to see these sights like the other passengers even though they know they are false.
- At one point Iron Will somehow takes a life vest out of Twilight's telekinetic aura (which just stays in the air with the same outline) and puts a flag in its place (the aura proceeds to change shape to accommodate it).
- Flurry Heart plays with other foals during the "Peewee Princess Playtime" activity, mostly by using her magic on them. The other parents even encourage their foals to play with her to make a "princess friend." Flurry Heart almost looks uncomfortable having so many foals shoved in her face until Cadance pulls her out for a nap.
- Starts off with Flurry making a tower of the other babies, topped off with a single building block. The look of concentration on her face is hilariously adorable.
- Meanwhile, Cadance has to repeatedly step in to stop her infant daughter from levitating the other children. She looks hilariously disturbed by how Flurry is treating them like toys.
- When Twilight suggests to everyone they do something off the schedule, everyone gasps in shock at her suggesting that. Even Flurry Heart seems to have a slightly confused look on her face.Star Tracker: Who are you?
- Shining Armor constantly gets airsick, despite his insistence that he's over it.
- It turns out Iron Will's tour states in the fine print that there is no guarantee a real princess will do the activities. When this causes a stir with the passengers he quickly states "satisfaction not guaranteed" before jumping over the side and shouting "NO REFUNDS" and parachuting away.
Shining Armor: Wow, he may be pushy and manipulative, but nopony can say that minotaur isn't prepared...
- And the picture on that parachute is Iron Will celebrating in a pile of bits
- Made even funnier by him stating that he learned his lesson from the last time he gave a satisfaction guarantee. Not including a satisfaction guarantee seems to be the only lesson he took away from it.
Secrets and Pies
- Pinkie Pie's mood swings as she alternates between happily giving Rainbow Dash a pie and then sternly commanding "eat the pie!"
- Determined not to look away until she sees Rainbow eat her pie, Pinkie stares at her. For a long time.Rainbow: Don't you have to... blink?
"I'm not much of a blinker."
- Pinkie's response to disprove the notion is to lick her eyeballs.
- When she finally does break down and blink, the episode begins the dramatic slow motion. In the time it takes her to blink, Rainbow quickly disposes of the pie.
- In hindsight, a bit of a dumb question.Rainbow: Do you know how many pies you've made me over the years?
Pinkie: Yes, I do. I know exactly how many. I have a very detailed Pie-ling system.
Rainbow: Of course you do.
- To make up for not eating any of Pinkie's pies, Rainbow Dash decides to eat one massive pie she made herself. A massive pie with its gross brown sludge filling oozing out of it and rotting fruit and vegetables inexplicably being part of the recipe. It also reeks. And as for the crust...Pinkie Pie: Is this crust or some kind of concrete?
Rainbow Dash: Yeah, honestly, I have no idea.
- Thankfully, Pinkie Pie stops Rainbow Dash before she can take a bite.
- In a Continuity Nod, Applejack doesn't know how to get out of Pinkie's party cave.
- The Aesop has some snark from Applejack.Pinkie: Just remember, in the future, you can always be honest with me!
Applejack: Uh, I could've told her that...
Rainbow: Uh... cool. How about this? Your hugs are too tight!
- Followed by Rainbow taking the advice to heart while Pinkie glomps her:
Pinkie: Ha ha! No, they're not.
- After Rainbow flies away after getting Pinkie down from the Pie Pyramid (by flying up and lowering her down instead of eating the pies like Pinkie intended), Pinkie angrily stomps the ground—which, for bonus humor, she could have picked up from the Yaks—and promptly gets buried in pies.
- When Pinkie first launches her investigation, the scene transitions to her party cave with a rapid zoom and pull back on a pie image, just like the old Adam West Batman series - complete with the musical stinger!
- Pinkie's interrogations are filled with funny moments:
- Pinkie treating the situation with deadly seriousness is nothing new. Everyone she talks to also treating the situation seriously is hilarious.
- Pinkie creates a linking diagram that connects all of her interviewees and pies with Rainbow Dash in the center, with actual pie slices nailed to it.
- It turns out Rainbow Dash installed a chute behind a poster in her bedroom specifically for disposing of pies by feeding them to Tank. note
- Pinkie's Imagine Spot of Rainbow Dash as an evil overlord dedicated to destroying all pies with her laser-vision.
- Rainbow Dahs's rapid-fire excuses, and Pinkie's responses:Rainbow Dash: Well, obviously, that's because... I have amnesia! (Pinkie glares at her) I've been brainwashed! (Pinkie glares harder) It's... Opposite Day?
Pinkie: Your memory's working fine, you hate washing, and I know today's not Opposite Day because I bake you a pie for it every year!
- After Rainbow's long-time deceit has been revealed:Applejack: Is there anything else you're lying about that we should know?
Rainbow: No! Well... not that I can think of off the top of my head.
Applejack: (glares at her suspiciously)
- Pinkie Pie makes a pie for Rainbow Dash's 76th training session, which both Rainbow Dash herself and Twilight point out is very specific.
- One of Rainbow Dash's pie-hiding attempts in the past.Pinkie Pie: (pops out of a bush holding a pie) Happy It's-Not-Your-Birthday-But-I-Made-You-A-Pie-Anyway Day!Rainbow Dash: (points) What was that?''(she throws the pie up in the air and it lands on a random mare's windowsill)Random Mare: "Wow, it isn't even my birthday!"(Pinkie Pie turns back)Rainbow Dash: (pretending to chew) "It was probably nothing...but this custard is everything!"
- "Have a pie! Have three! Have fifteen!" (Pinkie's wall-eyed when she said it)
- "Now EAT UP."
- Twilight and Sunburst consider antiquing a fun day out.
- When Starlight walks in on Sunburst while he's sleeping to wake him up extra early for a day of fun. In a possible call back to a similar gag involving Fluttershy, Sunburst keeps a firm grip on his covers and nervously asks Starlight to leave the room so he can get dressed.
- Starlight finds Trixie in the apple orchard."I often seek the privacy of the orchard to practice new feats of amazement... and also, I fell asleep."
"The Great and Powerful Trixie requires a little assistance!"
- While talking, Trixie casually transforms an apple into a teacup. Still not over mastering transmogrification, she is.
- While attempting to show her "unicorn escape" trick we get plenty of adorable and funny Trixie squeaks.
- Sunburst is talking to Maud next to the mirror pool with Boulder next to her. In a cut to Sunburst and then back to Maud, there are suddenly two Boulders next to her in a puddle of water. Um...
- Sunburst brought so many books for his trip that Starlight actually struggled to levitate the suitcase they were loaded in.
- During his stage magic showoff with Trixie, Sunburst tries a card trick, only to end up pulling an entire series of wrong cards while Trixie keeps happily shaking her head and Starlight grows increasingly bored in the background.
- Trixie's Saw a Woman in Half trick has her pop two battered, dirty, stitched-up stuffed hooves out the other ends.
- Sunburst tries to find out what he has in common with Starlight by asking Maud.Maud: Starlight and I don't really have a lot in common. Other than feeling different from most ponies. And comedy.
Maud: I'm very funny.
Sunburst: Was that a joke?
Sunburst: And if we can't connect over anything, then maybe we're not even friends!
- And she follows up on this when Sunburst gets anxious.
Maud: Well, at least it's not serious.
Maud: That was a joke.
- When Starlight and Sunburst hear a strange noise in the Mirror Pool cavern:Starlight: Oh, I hope it's not a leftover Pinkie Pie...
Maud: Not exactly.
- At the end when Sunburst is showing off the giant Dragon Pit game, Starlight comments one thing is missing... then uses her magic to open the trapdoor under her old friend. Quite easy to see it as Starlight accepting his apology, but also taking a little friendly revenge for making her worry.
- Twilight and Sunburst are positively giddy at the idea of researching Star Swirl's fate. When Luna floats his journal to them Twilight jumps up to hug it with a grin. Sunburst meanwhile...Sunburst: Think of the reading! The re-reading! The re-re-reading!
- Spike swaps out Twilight's current reading candle, which is burnt to a stub, for a fresh one. He chucks the stub into a trash can full of stubs, waking up the nearby Sunburst who fell asleep under a pile of scrolls.
- Twilight and Sunburst have trouble deciphering parts of Star Swirl's journal at first, and Twilight suspects those parts might be another language than Old Ponish. Starlight figures it out; it's not an unknown lost language, it's just that his writing is terrible! Starlight, who admits her writing is even worse, is able to read it just fine, as is Twilight once Starlight gives her guidelines on what the badly written letters are.
- Twilight's excitement over deciphering Star Swirl's journal and figuring out what he and the Pillars did to the Pony of Shadows. She's practically squeeing and getting in her friends' faces.Rarity: Darling, we understand you're excited, but that's all we understand.
- Twilight made a diorama of Ponehenge to illustrate her theory. Which, in her excitement, she magically destroys. Don't worry: she made more!
- Pinkie ends up excitingly hugging AJ's rump when talking about the elments. AJ just gives her a bemused look of annoyance.
- The Pillars are surprised by the modern city of Manehatten, and the ponies of Manehatten dont even notice several legends walking down the street. Probably a Running Gag by this point since they didnt recognize Twilight was a princess either.
- Pinkie makes a huge announcement on a Jumbotron about how bright it is, and Somnambula, Pinkies equivalent among the Pillars, looks on in confusion.
- During the Mane Six's rebuttal speech to Starswirl, after each one in turn calls him out for dismissing Twilight's abilities, Fluttershy only contributes a final "Mm-hm!"
- The Cutie Map summons the Mane Six to Hollow Shades.Rarity: The last time the map called all of us to one place was Starlight's village!
Rainbow: So it's like a supervillain tracker! *beat* No offense.
- Starlight's reaction is an unamused stare with a raised eyebrow.
- Doubly funny when you consider long time fans of the MLP G4 franchise are used to "None taken" as the common response. Unlike Sunset, Starlight will take all the offense she wants.
- And one more time this season, the writers just can't help but make a Running Gag about Starlight's Dark and Troubled Past.
- Starlight's reaction is an unamused stare with a raised eyebrow.
- Twilight's face when Star Swirl praises her, and the happy squeak she lets out.
- During the flashback, after the Pillars defeat and banish the sirens the whole town is seen celebrating and congratulating them. Mage Meadowbrook is carried off by a few ponies but several ponies are struggling to carry Rockhoof due to his size.
- The group retrieves the Elements from the Tree of Harmony. Rockhoof, The Big Guy, rather awkwardly mumbles "um, how do we use them?" Rarity begins to answer, but then admits she doesn't know, they always just sort of "worked."
- At the very end, Celestia and Luna express how glad they would be to learn from Starswirl again...provided he doesn't still want the essays they owed him when he disappeared.
- Star Swirl declares that with their defeat of the Pony of Shadows in the past, Equestria was at peace for a millennium. Pinkie Pie proceeds to recap all the other villains they've had to deal with, finishing with Starlight as Pinkie pulls her on screen to show her off to Star Swirl before pushing her off-screen again. Star Swirl meanwhile listens to her with a look of bemused annoyance and casting a look at Starlight when Pinkie mentions how she messed with one of his spells, with Starlight only able to grin and wave awkwardly before being abruptly shoved off-screen.
- During an otherwise very dramatic moment, where Star Swirl realizes that he had been wrong about Stygian, Starlight's right next him with a grumpy "I told you so!" expression.
- "So...apparently a conversation CAN save Equestria?" The blatant smugness in Starlight's voice is hilarious.