Fluttershy is greeting the morning and her animal friends in song when the unexpected applause of the Mane Five snaps her back to self-consciousness. Despite their lavish praise, Fluttershy is clearly uncomfortable to have an audience, and she gently but firmly refuses Rarity's offer to join the Ponytones, an a cappella quartet who will be performing at a fundraiser for Fluttershy's Ponyville Pet Center the next day. She loves their music, but she can't bear the idea of singing in front of a crowd. Rarity accepts this graciously, leads her group in a last rehearsal, and tells them to rest their voices for tomorrow. But the next day, Big Macintosh, their bassist, turns up unable to sing — due to losing his voice at a turkey call competition at Sweet Apple Acres — and the Ponytones can't perform without him.
Zecora cannot heal Big Mac's throat in a few hours, but she does suggest a workaround: have "Flutterguy" (Fluttershy's inexplicably deep voice while under the effects of poison joke) perform behind a curtain while Big Mac lip-syncs. Fluttershy agrees to the plan for the sake of the animals. The ruse works, and the fundraiser is a success. After the show, a young filly who has just gotten her cutie mark asks the Ponytones to perform at her cuteceañera. Fluttershy, not wanting to disappoint, persuades Rarity to continue the ruse. This goes on for some time, with the Ponytones asked to perform at various places around Ponyville, and Fluttershy singing with ever-growing enthusiasm while remaining safely out of sight.
Before a highly-publicized show in Sugar Cube Corner, Rarity reveals that Big Mac's voice is all better, and that Fluttershy can stop filling in for him. This disappoints Fluttershy, so they agree to let Fluttershy sing for him one last time. During the performance, Fluttershy gets so into the music that she goes completely off-sync and dislodges the curtain she is hiding behind, revealing her to the audience. The ponies are startled but quickly burst into applause; terrified and humiliated, Fluttershy runs away in tears.
Applejack confronts Big Mac about this deception and easily figures out the chain of events that led to it. The Mane Six find Fluttershy at her house, washing away the effects of the poison joke, but she is in no mood to listen to their praise and reassurance. She bolts a second time, vowing that she will never sing in front of anyone. When they catch up to her again, back at the fundraiser stage, the Mane Six ask Fluttershy what was so bad about facing her worst nightmare, since she's gotten nothing but praise and admiration for it. After a moment's hesitation, Fluttershy realizes that she did enjoy herself, at least a little.
The Ponytones (now as a five-member band) perform another show just for their pony and animal friends. But Fluttershy still refuses to commit to a real performance, saying that she hasn't quite conquered her stage fright. Later on, she confides in the Mane Six's journal that you need to face your fears if they are keeping you from doing something you love or being the best pony you can be.
- A Cappella: What the Ponytones sing as. In terms of actual songs, the first song we hear them perform is done in true a cappella style, but later songs with Flutterguy dubbing for Big Mac, and later with the Ponytones quintet, include instrumental backing.
- An Aesop:
- Don't let your fears keep you from doing or hiding something you love.
- Not all problems can be solved instantly. Fluttershy will express her love of singing in front of others eventually, but will take it slow for now.
- All There in the Script: The other two Ponytones' names—Toe-Tapper (stallion) and Torch Song (mare)—are given in the end credits.
- And Call Him "George"!: Zipoorwhill zigs around yelling about her wonderful new puppy, oblivious to the fact that her actions are making the puppy dizzy.
- Artistic License Animal Care: Fluttershy, of all ponies, ought to know that feeding mice cheese introduces them to the Grim Squeaker.
- Bookends: Fluttershy repeats the same move of flying up into the camera, a big smile on her face and her hooves extended, when she sings in the private performance with the Ponytones as she does in the Cold Open.
- Big, Thin, Short Trio: The Ponytones have this ensemble in Big Macintosh, Toe-Tapper, and Torch Song respectively.
- Broken Win/Loss Streak: Big Mac is shown to be the turkey calling champion, having won six years running. However, not only does he lose his voice because of said competition, Pinkie manages to beat him.
- This episode explores Fluttershy's stage fright that was briefly mentioned way back in "Hearth's Warming Eve".
- Fluttershy's deep-voiced poison joke affliction from "Bridle Gossip" — "Flutterguy", as Spike called her—becomes a key focus in this episode. There's even a flashback of the episode to remind the viewer about it.
- After the first couple of performances of the Ponytones with Flutterguy, Rarity realized Fluttershy's protests of "We wouldn't want to disappoint x" were due to Fluttershy enjoying performing. It became a matter not of fulfilling obligations, but of Rarity being generous and indulging her friend.
- The Cameo: Cranky and Matilda can be spotted in the crowd during the turkey call competition, while Goldie Delicious is at the pet fundraiser.
- Character Development: Big Mac is much less shy this time, and Fluttershy is slowly overcoming her stage fright, but doesn't want to rush it. She also doesn't let her friends pressure her into doing something she doesn't want to do.
- Cheshire Cat Grin: During Big Mac's flashback, you can see Pinkie popping up from behind the stage with a devious smirk on her face.
- Continuity Nod:
- When Rarity and the others try to talk her into singing on stage after hearing her, Fluttershy decisively tells them no, she doesn't want to because she has stage fright. She learned to stand up for herself more in "Putting Your Hoof Down", and this time her friends respect her decision unlike in "Bats!"
- Goldie Delicious appears in the crowd holding baskets of cats. As before, Applejack and Apple Bloom are visibly concerned by her presence at a pet adoption drive.
- When Zippoorwhill first appears, she is staring at a banner that recalls Fluttershy's brief modeling career.
- We see another little pony's cuteceañera, with Twist making a cameo.
- When Rarity is about to decline the Mayor's request to perform at a ribbon-cutting ceremony, Fluttershy pokes her head down with her mane hanging in a similar fashion to the first appearance of "Flutterbat".
- The Ship Tease with Cheerilee swooning over Big Mac's singing brings "Hearts and Hooves Day" to mind.
- Raven (or a pony that looks like her) from "Luna Eclipsed" appears to be the Mayor's personal assistant.
- Rarity mentions a booking at the Apple Family Zap Apple Jamboree. Zap apples appeared in "Family Appreciation Day".
- Death Glare: Twilight, Rarity, Applejack and Dash give this to Pinkie whenever she tries to "compliment" Fluttershy.
- Defensive "What?": Pinkie has one after her last bout of extra bluntness toward Fluttershy, and the others are glaring at her.Pinkie Pie: What? Too much?
- Depending on the Writer:
- With a hint of Strong as They Need to Be. In the first episode of the series, Fluttershy had a job putting on performances with her songbird choir. In the year or so that has passed, she's put on plays and even had a modeling job, and while she didn't like it, she never had such crippling stage fright as in this episode.
- Fluttershy is shown to be a much stronger flier in this episode than in others, e.g. "Hurricane Fluttershy" and "Rainbow Falls". It appears that the shy little pony tends to do fine until she feels pressured or the center of attention.
- Dope Slap: Rarity whacks Pinkie Pie with a rolled-up newspaper for upsetting Fluttershy.
- Dual-Meaning Chorus:
- The lyrics of the Ponytones' song "Find the Music in You" apply equally well to the stoic and quiet Big Mac, expressing himself more fluidly in song, and Fluttershy, who loves to sing but something she's scared of doing in front of anyone but her animal companions.Everypony's saying you should learn to express your voice
But if talk doesn't seem like it's the answer, luckily you have a choice
When you find you've got the music
Got the music in you
- The music literally takes over Fluttershy, which is what leads to The Reveal of her voiceover at Sugar Cube Corner.Then it happens suddenly —
The music takes you over
And you find you've got the music
Got the music in you
- Fluttershy's first song, about music being everywhere, is brought as a verse into "Find the Music In You" for the quintet's song, with her lyrics having even a more poignant meaning with the above chorus.
- The lyrics of the Ponytones' song "Find the Music in You" apply equally well to the stoic and quiet Big Mac, expressing himself more fluidly in song, and Fluttershy, who loves to sing but something she's scared of doing in front of anyone but her animal companions.
- Ear Worm: The Ponytones' "Find the Music in You" has Fluttershy absent-mindedly singing along until she notices a couple other mares nearby.
- Eat the Camera: The "Music In The Treetops"/"Find The Music In You" mash-up near the end has a shot where the camera zooms in to the inside of Fluttershy's mouth.
- The Empath: Befitting her Element of Generosity, Rarity is quick to realize that Fluttershy's desire to "sing for every silly thing that was requested" of them is driven by the latter's love of performing, in spite of her shyness.
- Fearsome Critters of American Folklore: One of the creatures in the Cold Open is a Jackalope. One of the legendary activities of the Jackalope is gathering in the desert at night to sing harmoniously together. The comic book had previously established that Fluttershy is very familiar with jackalopes, even vampiric ones. Nature is so fascinating!
- Felony Misdemeanor: Rarity's reaction to Big Macintosh losing his voice in a turkey call competition. Justified because just the previous evening Rarity had told the Ponytones to rest their voices until the show.
- Flashback: Used twice - once to show the start of the turkey call competition, and second to replay the events from "Bridle Gossip" and re-introduce Flutterguy. The latter actually used footage from that episode for this purpose.
- Flashback with the Other Darrin: Averted; though Flutterguy is now voiced by Alvin Sanders, the flashback to "Bridle Gossip" keeps Blu Mankuma's performance. Nice piece of Fridge Brilliance, since it's unlikely that the poison joke would have the exact same effect each time.
- Foregone Conclusion: The moment you see the Ponytones' sweaters, you know Fluttershy will eventually be wearing one. The color really brings out her eyes.
- Funny Background Event:
- Prior to the fundraiser ever, various ponies are helping to decorate, including Rainbow Dash and Scootaloo, working back to back a few feet apart to place bunting on a bridge. Right before the end of the scene, Scootaloo's eyes fall back towards Rainbow Dash, giving her one of those "I hope senpai notices me"-type looks.
- At the fundraiser, Gummy can be seen fruitlessly trying to swallow a turkey whole.
- Furry Confusion:
- We see goats again, and they're pets again. Looks like Iron Will just had some well-trained ones. We also find out that deer count as animals rather than people.
- The Ponytones' tenor is named Toe-Tapper. What's a toe? note
- Genki Girl: Zipporwhill, true to her name, practically zips all over the place.
- Go, Ye Heroes, Go and Die: Pinkie Pie's pep talk to Fluttershy — clearly an attempt to help Rarity recruit her into the town's singing group — starts off positive, but quickly focuses on the possibility of jealous fans secretly hoping the pony on stage would crash and burn.
- Gratuitous French: Rarity's preferred pronunciation of "ensemble" is French.
- Hidden Depths:
- Fluttershy can sing VERY well (in-universe this time around; we already knew she could sing well for songs from the Musical World Hypothesis the show normally presents). Though this is when she's not being watched by anypony but her animal companions and (by the end of the episode) her closest friends.
- Incredibly, Big Macintosh can really sing! We get to hear a bit of it at the beginning of the episode. He apparently can do turkey calls too.
- Pinkie is no slouch at turkey-calling either, since she manages to dethrone Macintosh and does a dead-on call while gloating over her victory.
- I Know You Know I Know: Rarity plays on secretly knowing that Fluttershy is really enjoying singing, but lets Fluttershy insist on continuing her singing career to avoid disappointing the various groups requesting the Ponytones. This only comes out at the resolution.
- I Take Offense to That Last One!:Rarity: For all her babbling, Pinkie Pie was right about one thing.
Pinkie Pie: Only one?
- Improv: After her first couple of performances with the Ponytones, Fluttershy starts to get more confidence and ad lib her voiceover parts, which causes Big Macintosh to have trouble with his lip syncing. This begins with just taking harmonic liberties with the baritone lead at the Mayor's ribbon cutting ceremony, but by her final clandestine performance at Sugar Cube Corner she replaces many of the original lyrics with free-form riffing.
- Innocently Insensitive: Pinkie was trying to help Fluttershy, but she unintentionally makes her feel worse by going into great detail about the stage fright that Fluttershy felt during a performance, among other things. Rarity briefly calls her out for it this time.
- Big Mac, of all ponies, being the one to lose his voice.
- The Ponytones' song is "Find the Music in You". Fluttershy can find it well enough; she just doesn't want to admit it.
- Jerkass Ball: Pinkie Pie definitely holds it here, to the point where she outright causes all of the conflict that occurs in the episode. First by trashing Big Macintosh's voice in the Turkey Call contest (Thus ensuring he can't sing in the upcoming concert) and then coming by later on solely for the purpose of rubbing it in his face, and by continuously going into massive detail about Fluttershy's stage fright to her- and making it worse to the point where she sends her running off in tears- despite being told multiple times to stop. Amy Keating Rogers says that she "didn't have her filter on" that day.
- Karma Houdini: Pinkie Pie gets away with making Fluttershy cry twice, although granted it wasn't on purpose.
- Large Ham: During her last performance, Fluttershy starts wildly showboating, which first stresses Big Mac out as he tries to keep up, and then knocks down the curtain to reveal her.
- The Long List: Applejack's assessment of the whole situation goes down as this.Applejack: Turkey call?
Big Mac: Eeyup.
Applejack: Trash your voice?
Big Mac: Eeyup.
Applejack: Zecora remedy?
Big Mac: Eeyup.
Applejack: Not quick enough?
Big Mac: Nope.
Applejack: Needed a deep voice?
Big Mac: Eeyup.
Applejack: Poison joke?
Big Mac: Eeyup.
Big Mac: Eeyup.
Applejack: Better now?
Big Mac: Eeyup.
Applejack: And that shy filly was livin' her dream in the shadows because she couldn't bring herself to come into the spotlight?
Big Mac: Eeyup.
- Male Gaze: This episode seems to have a fascination with Fluttershy's hindquarters, particularly in an early scene where she's shown from behind as she watches the Ponytones rehearsing from a distance, and can be seen bumping and swinging them in time with the music.
- Mood Whiplash: The scene where Fluttershy's ruse is exposed goes from tense, to cheerful as the ponies cheer for her, to nightmarish as Fluttershy has a breakdown over her stage fright, to sad as she runs off in tears (and somewhat funny since she has a man's voice), to tense again as Applejack confronts Big Mac over the ruse, to funny as she hits the hammer on the head through a long list of guesses and "eeyup/nope" responses from Big Mac, all within the span of a few minutes.
- Most Wonderful Sound: Fluttershy's singing voice is described In-Universe as the loveliest thing her friends have ever heard.Applejack: It was like a little slice of heaven!Pinkie Pie: With ice cream on top!
- Mouth Cam: While Zecora is examining Big Mac, the camera is too.
- Musical World Hypotheses: Diegetic; this is one of the few episodes where the songs are being sung in-universe. As no instrumental musicians or sound reproduction is shown, the backing music is either "all in their heads" or "adaptation".
- Nice Job Breaking It, Hero: Fluttershy's exposure is on her own hooves — she didn't have to sing on that last performance since Big Mac was better, and she didn't need to showboat behind the curtain.
- Pinkie Pie deserves special mention for all her Innocently Insensitive actions.
- No Celebrities Were Harmed: The aptly-named "Torch Song" looks like she just got done touring with Labelle and Diana Ross.
- Non-Singing Voice: In-Universe, invoked with Fluttershy singing for Big Macintosh when he had lost his voice. For the meta example, see the Trivia page.
- Not Bad:
- After Spike effusively compliments Rarity and she reminds him that the Ponytones are "an ensemble," he grudgingly says "Meh, the rest of you were pretty good too."
- After Fluttershy's first performance on stage in front of the rest of the Mane Six and her critter friends, Twilight asks her how she feels. Fluttershy says "Surprisingly... okay."
- No Sense of Personal Space: Pinkie Pie, as usual, is very up-front with Fluttershy while rambling. According to Word of God, she didn't have her filter on that day.
- Oh, Crap!: Fluttershy, twice: first when she is caught by her friends singing to her animals; and again when she gets too carried away in her last performance, revealing herself to be the true voice singing Big Mac's part.
- Offscreen Teleportation: Everypony seems to have a knack for it this time but, as usual Pinkie most of all.
- Parental Bonus: The title. How many kids would even know what Milli Vanilli is, let alone why the episode is named after them?
- Pep-Talk Song: The Ponytones' song, "Find the Music in You" is this, encouraging the listener to express themselves through music and use their voice. Also hints toward the episode's moral.
- Performance Anxiety: Explored here. Fluttershy loves to sing in front of her animal friends, but when it comes to ponies, she's absolutely terrified unless she isn't seen. Ultimately she agrees she'll be able overcome her fear, but needs to work her way there first.
- Please, I Will Do Anything!: Fluttershy says she'd "do anything for the animals"...except appear on stage. Rarity offers the alternative of backing up Big Mac's lip sync performance.
- Pun-Based Title: At Milli Vanilli. It also works because of their lip-syncing scandal (although it's not the lip-syncing that's the main problem in the episode, but Fluttershy's stage fright).
- Puppy-Dog Eyes: Angel uses this to help Rarity convince Fluttershy to sing for Big Mac while he lip-syncs. Later, Fluttershy uses this to convince Rarity to allow her to continue singing for Big Mac.
- Rewatch Bonus: At the end of the Ponytones' a cappella rehearsal, Fluttershy is shown waggling her rear in time with the music. The pattern matches a director's baton conducting in 4/4 time.
- Rule of Fun: Aside from "didn't have her filter on" (see No Sense of Personal Space above), this is the most plausible justification for Pinkie Pie's Innocently Insensitive behavior in this episode.Rarity: (scolding) Pinkie Pie! Don't be ridiculous!
Pinkie Pie: Awww, but I'm so good at it!
- Ship Tease:
- During the first Ponytones performance, Cheerilee swoons when she listens to Big Mac "sing".
- Lyra is shown in two scenes standing besides and looking and smiling at a stallion, possibly on a date. The latter scene is full-screen foreground so you can't possibly miss it.note .
- When Big Mac loses his voice and gets on stage, he stares into Fluttershy's eyes and looks very upset over not being able to perform for her.
- In title to the singing duet Milli Vanilli and referencing the one facet that made the group notorious; the scandal surrounding the group when it was discovered that they lip-synced to someone else's singing.
- One can't help but be reminded of Snow White at the beginning with the singing to the animals.
- I Love Lucy: "You've got some 'splaining to do."
- The Great Gildersleeve: "Well for corn's sake, let's go!"
- Fluttershy singing from behind the curtain is quite reminiscent of the climax of Singin' in the Rain.
- The whole plot feels like one to one of the episodes for The Andy Griffith Show, in which the Mayberry choir discover through observation that Gomer Pyle, of all people, could sing extremely well.
- The group consists of PONIES (one of whom is even WHITE) and their name ends in "'Tones"
- Rarity loves it when a plan comes together.
- In the few moments when Fluttershy is yet aware the curtain has fallen and the spotlight is on her, she is doing a dance move in mid-air◊ very similar to a shuffle (ala LMFAO's "Party Rock Anthem").
- The Show Must Go On: Fluttershy's motivation for filling in for Big Mac is this, but then she gets carried away when she finds she enjoys singing as long as no one knows she's the one doing it.
- Shown Their Work: When Fluttershy asks why the Ponytones can't simply perform as a trio, Rarity explains that they'd have to completely rearrange the music, and the required rehearsal time would be prohibitive. Training up a replacement baritone, especially "one of their biggest fans" who is already familiar with most of the harmonies, could realistically be done in an afternoon. The episode even shows Fluttershy well familiar with the song, singing to herself during the quartet's first practice while setting up the animal adoption drive.
- The Silent Bob: Big Macintosh has a justification for this when he loses his voice. It's averted at the start of the episode, though, where we get to hear him sing.
- Spell My Name with an "S": Is it "Zippoorwhill" or "Zipporwhill"? Amy Keating Rogers used "Zippoorwhill" while the credits use "Zipporwhill". Apparently, either version works.
- Surprise Creepy:
- Fluttershy has an unsettling visual representation of her stage fright upon being exposed to an audience of dozens as she imagines a bunch of giant floating pony heads staring at her with high-beams for eyes, whitewashing her body away.
- Pinkie's Cheshire Cat Grin when she pops up during Macintosh's flashback.
- Pinkie climbing up the wall in Fluttershy's cottage. Bonus points for the high, forced perceptive shot to make it something like out of a horror film.
- Stealth Pun:
- Big Macintosh gets sick with a "hoarse" throat. (He's still able to talk a bit, so he's only a little hoarse.)
- Torch Song has pony beads in her mane.
- Cheerilee winks at Big Mac after swooning. Her faint was a feint.
- The name Zipporwhill bears a close resemblance to the Hebrew name Zipporah, which means "songbird". Which is precisely the type of bird a whippoorwill is. Bonus points for playing on a word from a different language.
- Take a Third Option: After Big Mac strains his voice, Rarity is all set to cancel the performance since her group can't just sing with three people. Fluttershy suggest taking him to Zecora who comes up with some medicine to cure him, but it won't take effect before the performance, so Zecora comes up with the idea to have Fluttershy take a potion made from poison joke to deepen her voice and sing backstage to mask Big Mac's.
- Tempting Fate: On the day before Big Mac throws his voice, Fluttershy and Rarity can't help but note how swimmingly everything's been going for them so far.Rarity: It is wonderful when a plan comes together without any sort of drama, isn't it?
- That Syncing Feeling: Fluttershy is a great singer, but she won't perform in public because of her crippling stage fright. When Big Mac loses his voice right before an important performance, Fluttershy's friends convince her to hide behind a curtain and provide Mac's singing voice. The ruse works for several shows, but Fluttershy gets so into performing that she starts ad-libbing, and Big Mac has trouble keeping up. At the planned final show, Fluttershy accidentally knocks the curtain down, exposing the ruse. The audience applauds her, but she has a nervous breakdown and flees.
- Triumphant Reprise: The Ponytones finally convince Fluttershy to try singing with them at the end of the episode, adding her "Music in the Treetops" as a verse of "Find the Music in You", and incorporating lyrics similar to Flutterguy's gospel-inspired showboating as a coda.
- Unexplained Accent: Both the Pegasus Dad and Zipporwhill have unusual accents that seem incongruous with the parts of Equestria portrayed in the series to date.
- Unsportsmanlike Gloating: After the revelation is made that Big Macintosh over-strained his voice during his loss to Pinkie Pie in the off-screen Turkey Call contest, cue her bouncing by and bragging about her victory, appearing in the scene solely to gloat, then immediately leaving again-
- Pinkie Pie: Lost his voice, and the title! [Bounces off, making more turkey calls as she leaves]
- Unusually Uninteresting Sight: A jackalope is seen among Fluttershy's animal friends. Nothing is said about the antlered rabbit and is treated like any other creature in Fluttershy's care.
- Vocal Dissonance: Invoked; Rarity and Zecora recall Fluttershy having a deep voice when she was afflicted with poison joke in "Bridle Gossip", making her perfect to fill in for the Ponytones' missing bass singer.
- Wall Crawl: After the Ponytone's performance at Sugar Cube Corner, Pinkie Pie crawls up a wall at Fluttershy's cottage.
- What the Hell, Hero?: Most of the Mane Six scold Pinkie when her idea of trying to compliment Fluttershy goes into a bit too much detail, to the point where she drives Fluttershy off in tears...
- Wingding Eyes: When Big Macintosh agrees to let Fluttershy fill in for him one last time even though he got his voice back, Fluttershy literally has stars in her eyes.