Original subtitles

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ All in a twinkling ♪ ♪ spring is here ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ When did all the ♪ ♪ leaves and grass appear ♪

♪ Where there were snowdrifts ♪

♪ Now there are no drifts ♪

♪ Nor is the sky overcast ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Winter is over at last ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Frisking about ♪ ♪ as spring unfolds ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Breathing in the ♪ ♪ scent of marigolds ♪

♪ Greeting the bluebirds, ♪ ♪ welcoming new birds ♪

♪ Romping through ♪ ♪ meadow and wood ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Winter is over for good ♪

Where'd you learn that?

I made it up.

Well, you better unmake it, quick.

You didn't like it?

Well, it's great, Lickety-Split,

but if you do that in the show,

you'll mess up everyone else.

You're not the star, you know.

I can do whatever I want.

Besides, maybe someday I will be a star.

I hope so, just don't do that step.

Okay?

Play it again, Spike.

♪ Everyone's very ♪ ♪ festive and merry ♪

♪ Everything's ♪ ♪ going full swing ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Aren't you happy ♪ ♪ it's spring? ♪

♪ Aren't you happy ♪ ♪ it's spring? ♪

Come on, Chippy, let 'er rip!

I love it when the wolf tries to eat Little Red.

Me too, but she always gets away.

Maybe she won't this time.

Turn the page!

You turn it. I turned the last one.

I'm eating!

You're always eating.

Reeka, Draggle!

Get up here!

Look at all those Little Ponies playing games,

having fun.

It makes me sick.

Eww, that pie looks awful.

Move! I can't see!

Don't push!

Knock it off!

Knock it off!

Yes, Mama.

What did you call me?

Uh, I'm sorry, Hydia.

I, um,

I didn't mean to call you Mama.

Yes, she did.

-I did not! -Did, too!

Shut up!

It's time you do-nothings did something.

Um, I pulled the wings off a fly last week.

I fried a worm.

That's small-time stuff.

I'm talking about something big!

I, I, I could fry two worms.

Ugh. It's a pity your grandmother isn't around,

she'd show you evil.

Your grandfather wasn't so nice either.

Those were the good old days.

When everything around here was dark and dank and dreary.

Before those sweet Little Ponies came along

and made everything green and bright and colorful.

Blech!

I can't stand it anymore!

It's time to do something about it.

Time for the two of you to start living up

to the family tradition.

Time to start being evil and mean!

But we are mean.

And we are evil.

Not evil enough.

♪ Why can't you be evil ♪ ♪ like I taught you ♪

♪ Why won't you misbehave ♪ ♪ the way you should ♪

♪ You never use the ♪ ♪ guillotine I bought you ♪

♪ You're just not bad ♪ ♪ enough for your own good ♪

♪ Why can't you be ♪ ♪ mean like Aunt Eureka ♪

♪ She fed her victims ♪ ♪ till they almost burst ♪

♪ Then cooked them with ♪ ♪ a smidgen of paprika ♪

♪ She always did her ♪ ♪ best to do her worst ♪

♪ We're witches and ♪ ♪ witches are wicked ♪

♪ How many times ♪ ♪ have you been told ♪

♪ Your great-grandma, ♪ ♪ Alexis, crushed a kingdom ♪

♪ With her hexes ♪

♪ And that's the proud ♪ ♪ tradition I want you to uphold ♪

♪ Try to be as evil ♪ ♪ as your cousins ♪

♪ Lucretia was the ♪ ♪ cruelest in the crowd ♪

♪ She cooked up evil ♪ ♪ potions by the dozens ♪

♪ Be just like her and ♪ ♪ make your mama proud ♪

♪ We're witches, ♪ ♪ wizards, and warlocks ♪

♪ We're the reason honest ♪ ♪ people purchase door locks ♪

♪ We've turned ♪ ♪ princes into frogs ♪

♪ Peasants into pheasants ♪

♪ Soldiers and ♪ ♪ sailors into swine ♪

♪ We've never been ♪ ♪ accused of being angels ♪

♪ But as for being ♪ ♪ devils, we're divine ♪

♪ All our clan was ♪ ♪ evil and malicious ♪

♪ And that is how I ♪ ♪ want my girls to be ♪

♪ Work hard at being vicious ♪

♪ And if you're real ambitious ♪

♪ You might wind up an ♪ ♪ evil witch like me ♪

♪ A terrible, detestable ♪

♪ Contemptible, despicable ♪

♪ Evil mean old witch ♪

♪ Like me ♪

I want you to start with the Little Ponies

and their stupid festival.

What'II we do with it?

Ruin it!

Hello, everyone.

I'm Buttons, and welcome to the Spring Festival.

To open our show, and performing together

for the very first time anywhere,

the Baby Pony Dancers.

Let's hear it for them.

Bring down the curtain!

Look what you've done.

Look what you're wearing.

You've spoiled the whole number.

I'm sorry.

Show-off.

Hotdog.

I thought my step was better.

I didn't mean to spoil everything.

Well, you did!

Everyone was counting on you.

Oh, Lickety-Split, how could you be so selfish?

You can't do this.

Running away isn't the answer.

♪ Why do they always have ♪ ♪ to tell me I'm wrong ♪

♪ Why must they make me ♪ ♪ feel I just don't belong ♪

♪ If they don't like the ♪ ♪ way I sing my own song ♪

♪ I'll go it alone ♪

♪ I'll go it alone ♪

♪ How come the word I ♪ ♪ hear most often is no ♪

♪ The way I'm treated ♪ ♪ I feel lower than low ♪

♪ It's very clear that ♪ ♪ I'm not wanted here ♪

♪ So I'll go it alone ♪

♪ I'll go it alone ♪

♪ I know that you're upset ♪

♪ But don't run off just yet ♪

♪ You can't take the ♪ ♪ world on single-handed ♪

♪ What if you should end ♪ ♪ up lost and stranded ♪

♪ Better that than ♪ ♪ being reprimanded ♪

♪ No matter how I try I ♪ ♪ can't seem to please ♪

♪ What do they want ♪

♪ Should I go down on my knees ♪

♪ If all they know to ♪ ♪ do is holler and tease ♪

♪ I'll go it alone ♪

♪ Why must they ♪ ♪ criticize whatever I do ♪

♪ My days of taking all ♪ ♪ their insults are through ♪

♪ Good-bye, so long, ta-da, ♪ ♪ farewell, toodIe-oo ♪

♪ I don't like thinking ♪ ♪ what may happen to you ♪

♪ If you strike ♪ ♪ out on your own ♪

♪ Spike, I'll ♪ ♪ brave the unknown ♪

♪ But, Lickety, you can't ♪

♪ And go it alone ♪

♪ Don't go it alone ♪

♪ I'll go it alone ♪

♪ Don't go it alone ♪

-I'II go with you. -No.

I don't need you.

I don't need anyone.

Wait for me!

Remember, we have to make everything

dark, dank--

And dreary.

But how?

I don't know.

Dark and dreary sound pretty hard to do.

Well, then we'll make everything dank.

-What's dank? -I don't know.

Maybe it's in here.

Uh, dabble, dagger, damage, dandruff.

Oh, here it is.

Dank.

Oh, it means wet.

That's it!

We'll make everything wet.

We need some water.

Over there!

Perfect!

We'll take the water from here and send it back over there!

We'll flood the place.

Hydia will be very proud of us.

Not like that!

You're a witch, cast a spell.

But I never cast a spell before.

Wait, here's one.

Gurznic, ridget, Iemonismick!

Let me see that.

Now read it.

Sorry.

Kinsenomal, tikderve,

kinsreg, erzaminig,

flama botswaggle.

That's better.

Well?

Well, I read what it said.

It worked!

Yuck, disgusting.

Ew, what smells?

We do.

It's the witches from the Volcano of Gloom.

They're cute.

Cute?

She called us cute!

How embarrassing.

I'm going home.

We can't go home.

We haven't made everything dark, dank, and dreary.

What'll we tell Hydia?

We'll tell her we made it messy.

Hurry, Spike!

Look, this is a good place.

A good place for what?

Oh, my feet are killing me.

To fly.

Like Wind Whistler and North Star.

But they're Pegasus ponies.

You're just an earthling.

You can't fly.

Can too.

I can do anything.

Watch.

No, you'll get hurt!

We're flying!

We're falling!

I guess I can't fly.

Can we go home now?

I told you.

I'm never going back to Dream Castle.

Baby Lickety-Split's gone!

Ran away!

And Spike's with her.

Oh, dear.

Maybe I was too harsh on her at the show.

Don't blame yourself, Buttons.

I'll find her. Don't worry.

I'll go with you, just in case.

Can I go with you?

I never get to go anywhere.

Oh, no.

Shady's nothing but bad luck.

Just give me a chance.

My Iuck's bound to change.

I think.

Everyone deserves a chance, Shady.

You're in.

Lickety-Split loves the Bushwoolies.

Maybe she went there.

Good idea.

Let's ride.

Be careful!

Stay alert!

Say hi to the bushwoolies for me.

One evil deed, that's all I asked.

Oh, you're such a disappointment.

I've given you everything a witch could want.

Shabby clothes, a rotten place to live,

all the foul-tasting food you can eat!

And what do I get back?

Nothing!

Malevia over at Nightmare Heights,

her daughter made Easter Sunday come out on a Tuesday!

What have you done?

Zip!

A big fat zero!

Uh, we, we, uh,

we're really sorry, Hydia.

Maybe if we tried again.

You've humiliated me enough.

We'll have to do something else.

Something bigger.

Something more evil.

What?

Let me think.

I've got it! Oh!

It's time to get tough.

It's time to show those little ponies we mean business.

It's time for the Smooze!

(both gasping) The Smooze?

That's right!

The same stuff that wiped out that kingdom on the other side

of the Black Mountains.

Grundleland?

Grundleland, what a joke.

Those little Grundies never knew what hit 'em.

Get out of there!

Now in order to make the Smooze,

we need a few things.

Here, go get 'em.

Um, mold, mildew, muck, mire.

Fungus, slime, rust,

and, and

Phlume?

Yes, phlume!

Not phlume, Hydia.

Don't make us get phlume.

Please don't.

We'll get all the other things, but not phlume.

You'll get what I tell you to get.

Now, get going!

Kids.

I'll give you a shove.

I can do it myself.

Okay.

I was just trying to help.

What's your rush?

If we don't get the stuff for the Smooze,

Hydia will be even madder at us.

And you know what that means.

You got it.

The thought of all those things makes me sick.

Sick?

♪ Why, sister, dear, ♪ ♪ you're looking rather ill ♪

♪ I fear you aren't ♪ ♪ feeling at your best ♪

♪ I hope you haven't ♪ ♪ come down with a chill ♪

♪ Perhaps you need to ♪ ♪ take a little rest ♪

What about all the work we have to do?

You're not gonna do it all alone, are you?

Oh, Reeka, darling, what are sisters for?

Not to worry, not to worry.

♪ I'll do the dirty work ♪

♪ I'll handle all ♪ ♪ the dirty work ♪

♪ You go relax in your room ♪

♪ I'll collect the ♪ ♪ muck and mire ♪

♪ I wouldn't want ♪ ♪ you to perspire ♪

♪ All you have to do ♪ ♪ is get the phlume ♪

-(honking) -The phlume?

Me?

Why not? I'll be doing everything else.

You're not that sick.

You're right.

In fact, suddenly, I'm feeling a whole lot better.

♪ Draggle, dear, I ♪ ♪ just now had a flash ♪

♪ I still owe you a ♪ ♪ birthday gift or two ♪

♪ I suffered from a ♪ ♪ lack of ready cash ♪

♪ But now I'd like to ♪ ♪ make it up to you ♪

♪ I'll do the dirty work ♪

♪ I'll take on all ♪ ♪ the dirty work ♪

♪ Each humble job I'll assume ♪

♪ I'll be working overtime ♪

♪ Collecting mold ♪ ♪ and filth and slime ♪

♪ All you have to do ♪ ♪ is get the phlume ♪

The phlume? (thudding)

Me?

Happy birthday!

Reeka, dear, you're really much too kind.

Let's just divvy up the list.

Oh, nonsense, I don't mind,

But if you really want to--

I insist!

♪ We'll both do the dirty work ♪

♪ We'll both do the dirty work ♪

♪ Everyone should do her share ♪

♪ It's really only fair ♪

♪ I'll collect the ♪ ♪ greenish mold ♪

♪ I'll collect the ♪ ♪ blackish muck ♪

♪ I'll collect ♪ ♪ the furry mildew ♪

♪ Just my luck, the ♪ ♪ mildew's stuck ♪

♪ Yuck, yuck ♪

♪ I'll go find the ♪ ♪ yellow fungus ♪

♪ I'll go get the silver slime ♪

♪ Sharing dirty work among us ♪ ♪ cuts the job in half by far ♪

♪ You see it's great ♪ ♪ when we cooperate ♪

♪ I'll do the dirty work ♪

♪ I'll gladly do ♪ ♪ the dirty work ♪

♪ No need to fret or ♪ ♪ fight or mope or fume ♪

♪ I'll do the dirty work ♪

♪ I'll gladly do ♪ ♪ the dirty work ♪

♪ So long as someone else ♪

♪ So long as someone else ♪

♪ So long as someone else ♪

♪ Gets the phlume ♪

Where's the phlume?

It wasn't on your list?

I thought it was on yours.

Well, one of us better get it.

What'll we tell Ma, I mean, Hydia?

We'll lie.

We won't tell her we didn't get the phlume.

But she'll know.

All she has to do is look in the bucket.

There.

She'll never know the difference.

You carry it.

Klutz.

I'm too heavy, Spike.

It's all right.

Dragons are strong.

But you're just a baby dragon.

I'm still a dragon.

You hear something?

My horn itches.

Something must be wrong.

Something doesn't have to be wrong, Shady.

Think positive for a change.

Look!

-Help, Magic Star! -Shady, Gusty!

-Down here! -Help!

The waterfall's making too much noise.

Down here!

Help, help!

I heard something that time.

Well, I didn't.

Maybe it's going to rain.

Maybe we'll get all wet and catch pneumonia.

Oh, I knew you shouldn't have come.

No, I like the rain.

I love it.

We'll worry about the rain later.

We have to find Spike and Lickety-Split.

They're leaving!

Nobody'll ever find us down here.

We'll never get home.

That you, shadow?

Guess so.

Hey, bushwoolies, it's spring!

It's spring, it's spring, hooray!

The sun is shining and the snow is gone.

Yeah, the snow is gone.

And it's a beautiful day.

A beautiful day!

Beautiful, beautiful.

You get the stuff?

All of it.

-Everything. -Excellent!

Now, let's see what we shall throw in first.

Ah, a little muck for power and strength.

Ooh, a gob of slime to make it ooze.

Some fungus for that little added zip.

Ooh, she's gonna find out that--

Shut up!

A splash of phlume to make...

What? Where's the phlume?

You, you, you clumsy pea-brain!

Look what you've done!

It doesn't, I mean, I mean,

you were going to throw it all in anyway, weren't you?

It's not the same.

Look, it's working!

It is working!

The Smooze is alive!

We did it!

Say good-bye to the Little Ponies.

-Bye, ponies. -Good-bye, ponies.

Come on, we'll be late.

Hi, bushwoolies.

Hi, Magic Star.

We were just leaving for the festival.

With all kinds of bushmelons.

And we baked wooliecakes, too, see?

We're looking for Baby Lickety-Split.

Did you lose her?

She ran away.

Ran away?

Oh, dear!

-(rumbling) -Behind you!

Out of the way! Hurry!

Look out!

-Move it! -Careful, careful!

What is that?

Get the wooliecakes!

Yeah, yeah, the wooliecakes!

Never mind those! Get on!

Gusty, oh, look at you.

It's all my fault. I know it.

Yeah, it is! You're bad luck!

It's not your fault, Shady.

Yes, it is, yes, it is!

It's her fault! I can hardly move!

Yeah, her fault!

No, it's not.

You're just grumpy because you've been Smoozed.

Smooze?

What's Smooze?

It came from the Volcano of Gloom.

The witches sent it.

We have to warn the others.

What about Spike and Lickety-Split?

You keep looking for 'em.

Me?

Yes, you.

I have to get back to Dream Castle.

Forget it.

She'll never find 'em.

I will, too!

Yeah, hope, hope.

You coming with me?

Coming with you? Oh, yeah, good idea.

Mm-hmm, good idea, yeah.

To Dream Castle, everyone!

Gorgeous.

Ponyland is turning dark, dank, and dreary!

The Little Ponies are doomed!

Then we'll be all alone up here.

Splendid! We don't need anybody else.

Want some?

What is it?

Stuffed bat wings.

Mmm, good.

Are you sure we don't need anybody? Mmm.

We'll never get out of here.

Don't give up.

We'll make it.

If only I hadn't run away.

If only you could fly.

Look out!

This way!

What is it?

I don't know.

Uh, I hate to say this, but I think we're trapped.

Into the castle, everyone! The Smooze is coming!

What's Smooze?

Will we like it? Is it something nice?

I'll explain later. Everyone inside, hurry!

Let's go, everyone!

Into the castle, quickly.

What's happening?

I don't know. What's going on?

What's wrong with you?

What's it look like, Bubblehead?

Get me some water, quick!

Dump it!

The Smooze didn't come off.

What's Smooze?

You're looking at it, Fizzy.

The witches sent it down on us.

They should be ashamed of themselves.

And there's more coming.

Enough to bury us all!

I know what can help us and Megan's got it.

Where are those ponies going?

It doesn't matter, they can't stop the Smooze.

Nothing can stop the Smooze!

Danny, Megan!

Watch me jump!

She'll never make it.

You can do it, Molly!

And smile!

She'll probably break the camera.

Way to go!

By the time Mom and Dad get back,

you'll be a champ!

Look!

Wind Whistler!

North Star!

You know them?

They're My Little Ponies.

The ones you told us about?

The very same.

Megan, time is of the essence.

We've come for the Rainbow of Light.

The witches from the Volcano of Gloom

are trying to destroy us!

That's awful!

Here, take the Rainbow,

but let me go back with you.

Maybe I can help.

No, Megan.

It's our fight.

Besides, it's too dangerous.

I love danger!

And I can ride like the wind!

-Me too! -I'm better.

We can all help.

Perhaps you can.

If those witches want a fight,

then we'll give 'em one.

Let's fly!

♪ Something bad is coming down ♪

♪ Have you heard the news ♪

♪ Listen up ♪

♪ Duck inside, ♪ ♪ better run and hide ♪

♪ Nothin' can stop the Smooze ♪

♪ You can't stop me ♪

♪ See the way it ♪ ♪ slithers forth ♪

♪ Spewing gobs of ooze ♪

♪ I love ooze ♪

♪ Here it comes, right now ♪

♪ Nothin' can stop the Smooze ♪

♪ No way ♪

♪ You can't escape it, ♪ ♪ you can't escape it ♪

♪ You haven't got a chance ♪

♪ Yeah ♪

♪ That evil goo is ♪ ♪ a witch's brew ♪

♪ No matter what you do ♪

♪ It's gonna get to you ♪

♪ And you, and you ♪

♪ Anyone who tries to fight ♪

♪ Is guaranteed to lose ♪

♪ Guaranteed ♪

♪ You can't win ♪

♪ You ought to pack it in ♪

♪ Nothing can stop the Smooze ♪

♪ Don't even try ♪

♪ Here comes the ♪ ♪ Smooze cruisin' along ♪

♪ Singin' its ♪ ♪ funky, gunky song ♪

♪ Just ain't no way to stop ♪

♪ Our gooey, gooey glop ♪

♪ When it comes to ♪ ♪ witches' brews ♪

♪ Smooze is what we choose ♪

♪ We won't stop, ♪ ♪ nothing else can top ♪

♪ Our ploppable, ♪ ♪ unstoppable Smooze ♪

♪ I love to Smooze ♪

♪ Smooze ♪

♪ Nothing can stop The Smooze ♪

♪ Smooze ♪

Dream Castle is almost gone.

Megan!

Release the Rainbow of Light!

Fight back, Smooze!

What's the matter with you? Attack!

The Smooze is losing!

I think we're in a lot of trouble.

Oh, are we gonna get it.

Are we gonna get it!

Shut up!

Way to go, Rainbow!

All right!

The Smooze got our rainbow!

Oh, no!

What are we gonna do?

The Smooze can't lose.

There's something you haven't told me.

No, we told you everything.

I don't believe you.

We wouldn't lie.

I told you I don't care if you lie, but not to me!

But we didn't do anything wrong!

Reeka's right.

The Smooze worked without it.

Without what?

Without what?

Nothing.

Then eat!

Yuck!

Eat!

No, please!

Don't make us eat ice cream!

Then tell me why the Smooze lost!

Well, maybe there is one thing.

-Draggle! -(whacking)

Go on.

Well, well, well,

when we got the stuff to make the Smooze

we, uh, uh, we, uh, we forgot the phlume.

You forgot the phlume?

It was an honest mistake, Mama.

What did you call me?

Sorry, Hydia.

I didn't mean to call you Mama.

I'm giving you one last chance, girls!

Get the phlume or get a room!

The Rainbow of Light is gone forever.

Why can't we just dig it out?

That's impossible.

The congealed Smooze has created an impenetrable shell!

I'm afraid we're stuck with it.

No, I'm stuck with it, Big Mouth!

-Yeah, stuck! -Stuck with it!

We can't give up hope!

Fizzy's right.

We can rebuild our home and maybe even find

a way to unsmooze everybody!

Rebuild! Be happy again!

Forget it, we're finished. It's over.

Yeah!

No, it isn't over.

You can't give up hope.

♪ There's always ♪ ♪ another rainbow ♪

♪ Search until you find it ♪

♪ Don't look at the ♪ ♪ cloud, look behind it ♪

♪ There's a rainbow ♪ ♪ there somewhere ♪

♪ There's always a ♪ ♪ ray of sunshine ♪

♪ Though it all seems tragic ♪

♪ You may turn around ♪ ♪ and like magic ♪

♪ There's an answer ♪ ♪ to your prayer ♪

♪ Now you feel forlorn ♪

♪ But hope can be reborn ♪

♪ Try and lose that frown ♪

♪ Look up, not down ♪

♪ And you'll find ♪ ♪ another rainbow ♪

♪ I can guarantee it ♪

♪ Even though you ♪ ♪ think you've reached ♪

♪ The rainbow's end ♪

♪ There's always ♪ ♪ another rainbow ♪

♪ Always another rainbow ♪

♪ 'Round the bend ♪

More Smooze, too.

Be brave, Sweet Stuff.

I'll help you.

You couldn't help a skunk stink.

Leave me alone.

Gee, even her twinkle is gone.

Well, I'm not giving up.

We can go to the Moochick.

He helped us before!

No way!

The Moochick's too absent-minded to even remember

who we are!

We must explore every possibility, every avenue.

I'll take you there, Megan!

And I'm going with you.

Unicorns are good luck.

And good company, too.

We need more than good luck.

You know, maybe we should get a room.

Maybe it's time to move out.

Get a place of our own.

Live with you?

I'd rather get the phlume.

Well, that's fine with me.

There it is!

On second thought, you get it! You're taller!

You're stronger.

It's the phlume or Hydia.

What do you want?

We'll do it together.

I'll stick it, you hold it.

You hold it, I'll stick it.

Give me the pick and the bottle.

Ready?

Grab it!

Hit it!

Bottle it!

Ugh, whatever you do, don't let go!

(grunting) You let go!

I didn't mean to!

Help!

Hang on!

I've got you!

Pull!

I'm pulling!

Harder!

I'm pulling as hard as I can!

Just don't drop me!

Just don't drop the bottle!

You're almost out!

Pull!

I got it!

I hope the Moochick's home!

Mr. Moochick!

Mr. Moochick!

Well, is it your turn or mine?

I, I don't recall!

Oh, oh, oh, yes, of course, of course!

Oh, I never win!

Mr. Moochick!

Are you in there?

That's odd, the Moochick never leaves the safe confines

of his Mushromp.

I'm sure he's here somewhere.

He has to be here.

Maybe he's here, but he doesn't want to see us.

And who, may I ask, are all of you?

I'm known as Wind Whistler.

And I'm Fizzy.

We're Little Ponies.

And I'm Megan.

My, my, what a funny looking Little Pony you are, Megan!

I'm not a Little Pony, Mr. Moochick!

Don't you remember us?

You're from outside the Mushromp, right?

Right.

And the Little Ponies need your help.

Not again!

You do remember.

How could I forget?

You gave us the Rainbow of Light.

It worked, I presume.

It worked great, but it's gone now.

The Smooze got it!

Do you have another one?

Oh my, oh my, no, I'm sorry.

I'm afraid there is no more Rainbow of Light.

Hmm. Hmm-hm-hm. (tongue clicking)

What a shame!

And the Smooze covered over Dream Castle, too.

The Little Ponies have no place to live!

Well, that's ridiculous.

Absurd.

Everyone has to have a place to live.

♪ Home is where the heart is ♪

♪ It's where you hang your hat ♪

♪ Without a home, ♪ ♪ you're nowhere ♪

♪ And nowhere's ♪ ♪ no place to be at ♪

Precisely, Mr. Moochick,

but what do you propose we do about it?

Why, there's only one thing to do.

♪ You have to find a home ♪

♪ You can't live ♪ ♪ without a home ♪

♪ Why, everybody ♪ ♪ has to have a home ♪

♪ And I've got one ♪ ♪ to suit you to a T ♪

♪ It's this darling ♪ ♪ little villa in Capri ♪

♪ Lots of closet space ♪ ♪ and overlooks the sea ♪

Uh, Mr. Moochick,

it's very sweet of you to offer,

but I don't think that's exactly

what the Little Ponies had in mind.

No?

♪ But goodness me ♪

♪ They have to find a home ♪

♪ How about the Hippodrome ♪

♪ It used to be quite ♪ ♪ popular in Rome ♪

♪ Or why not do ♪ ♪ what Cleopatra did ♪

♪ And buy a nice ♪ ♪ Egyptian pyramid ♪

♪ Take a look ♪

♪ I guarantee you'll ♪ ♪ flip your lid ♪

Wow, that's terrific.

There's no doubt it's quite wonderful, Mr. Moochick,

but we couldn't possible live there.

My, my, you certainly are picky Little Ponies.

Now let me see.

♪ How about a teepee ♪

♪ How about an igloo ♪

♪ How about a tree house ♪ ♪ made completely from bamboo ♪

♪ I knew a woman once, ♪ ♪ lived in a shoe ♪

♪ All right, I know, ♪ ♪ it simply isn't you ♪

♪ You need a place to dwell ♪

♪ The Taj Mahal is swell ♪

♪ Or maybe you'd ♪ ♪ prefer a swank hotel ♪

♪ Or how about a palace ♪ ♪ like Versailles ♪

♪ Well, I really don't ♪ ♪ know what I ought to try ♪

♪ You're looking for ♪ ♪ some castle in the sky ♪

We truly apologize for being so difficult, Mr. Moochick,

but Dream Castle was rather special.

Yeah, it's not so easy to replace,

but you can do it. I know you can.

You see, Mr. Moochick, to the Little Ponies,

Dream Castle was like, like a little bit of heaven.

Heaven?

Well, I'm afraid you Little Ponies

had better come back down to Earth.

♪ You have to find a home ♪

♪ How about the Astrodome ♪

♪ Or something futuristic ♪ ♪ made of chrome ♪

♪ I'm sorry, but if ♪ ♪ you want my advice ♪

♪ You'll simply have ♪ ♪ to make a sacrifice ♪

♪ I know the home you ♪ ♪ had was very nice ♪

♪ But what you're ♪ ♪ looking for is paradise ♪

We'll take it!

♪ It's paradise ♪

Oh, thank you!

♪ It's paradise ♪

Oh, it's beautiful, Mr. Moochick!

The Paradise Estate is exactly what we were looking for.

We're very grateful, Mr. Moochick,

but what about the Smooze?

What if the witches make more?

Oh, well, that's a problem, yes.

Hmm. It's very difficult to stop the Smooze.

Maybe even impossible.

Oh, but we were counting on you, Mr. Moochick.

We presumed you knew everything.

I do know everything, my flying four-legged friend.

The only ones who can stop the Smooze are, uh...

-(thumping) -hmm, are, uh, are um, of course!

-The Flutter Ponies! -Phew.

Where are they?

Yes, well, well, they're not easy to find.

Can you give us a clue? Anything!

We'll find 'em.

Ah, you're in luck!

This ancient map will show you the way to Flutter Valley,

the home of the Flutter Ponies.

But don't tell them I gave it to you.

They don't like to be bothered.

We won't breathe a word, Mr. Moochick.

Promise.

Off, off, off you go. Off you go.

Time is short.

Take your map and your Paradise Estate

and good luck to you.

You've already given us good luck, Mr. Moochick.

Bye-bye. Thanks.

Bye-bye, bye-bye.

Hmm, are you sure it's the Flutter Ponies?

Maybe it's the singing grasshoppers.

Then again, it could be the wiggle worms

from beyond the water lilies.

Another tunnel.

We'll never get out of here, Spike.

Ah, we'll be out of here in two flicks

of a dragon's tail. You'll see.

I'm scared.

Aw, don't be.

I'll protect you.

What was that?

♪ Don't be frightened ♪

♪ What's you're hurry ♪

♪ Have no fear ♪

♪ Not to worry ♪

♪ Sorry to alarm you ♪

♪ Grundles won't harm you ♪

Grundles?

How do we know you won't harm us?

We thought you were some kind of monsters.

(chuckfing) Grundies good.

They still look like monsters to me.

Is what everyone thinks,

but Grundles not monsters.

Grundles good.

♪ Grundles good, Grundles ♪ ♪ good, Grundles good ♪

♪ Grundles small ♪

♪ Grundles nice ♪

♪ Grundles also quite concise ♪

♪ Grundles don't waste words ♪

♪ Wasting words for the birds ♪

♪ People stunned, often scared ♪

♪ Meeting Grundles unprepared ♪

♪ Grundles are misunderstood ♪

♪ Grundles neat ♪

♪ Grundles gentle ♪

♪ Grundles sweet ♪

♪ And sentimental ♪

♪ Grundles hug you, ♪ ♪ never bug you ♪

♪ Grundles good, Grundles ♪ ♪ good, Grundles good ♪

♪ Grundles are misunderstood ♪

♪ Take a shot ♪

♪ Get acquainted ♪

♪ Grundles not ♪

♪ As we're painted ♪

♪ Grundles love all ♪

♪ And above all ♪

♪ Grundles good, Grundles ♪ ♪ good, Grundles good ♪

♪ Grundles good, Grundles ♪ ♪ good, Grundles good ♪

I am king of Grundles.

We are rest of Grundles.

We are all that's left of great, but tiny kingdom

of Grundleland.

(crying) Oh, Grundleland.

We miss it.

Sorry, Grundles.

I try not to mention it too often.

What happened?

Witches!

Smooze! It was terrible!

What's Smooze?

Can you help us get back to Dream Castle?

Never fear, never doubt,

Grundles help to get you out!

So, what's Smooze?

Grundlemumf!

What's Smooze?

That's Smooze!

Ooh! Grundlemumf!

Witches do it again!

Are you still gonna help us?

Grundles help.

Grundles hurry.

Grundles move it.

Grundles scurry.

Hey, wait for Grundle!

Throw it in, Hydia!

-Give it the phlume! -Open up, my pretty Smooze.

Hydia has something special for you.

It didn't work.

It has to work.

Drink!

Look out!

It's the old Smooze again.

Worse! It's meaner and madder!

There's no stopping it now!

This time it'll cover all of Ponyland

and rid us of the Little Ponies forever!

Back to the house! I want to watch this!

We could put our new dance studio in here.

There's enough space down here for a grand ballroom.

And we can have our nursery in this room.

Hey, there's even a swimming pool!

A swimming pool? Yeah, wow, hurray!

-Big deal. -Who likes swimming anyways?

-Aah! -Tell me, who?

The Smooze! It's alive again.

We'd better find those Flutter Ponies now!

I'm going with you!

And me! Don't forget me!

I wanna go, too!

No, Molly, it's not safe!

Safe or not, we're not staying behind this time!

We can help! You said so yourself!

All right! This is no time to argue.

Hurry! The Smooze is coming!

Let's ride!

They're afraid! They're running away!

I want those Little Ponies stopped!

Why? What difference does it make?

You said nothing can stop the Smooze now.

-Get Ahgg. -(gasping)

Oh, not Ahgg!

-(crashing) -Get him!

We'll never find Lickety-Split.

No, never.

Everything looks like everything else.

Yeah, everything.

Oh, what if the Smooze got 'em?

The Smooze got 'em?

Oh no!

It's not for sure, bushwoolie.

Come on, we have to keep looking.

Yeah, yeah. Keep looking, keep looking.

What a day!

First the phlume, now Ahgg.

We have to do everything!

-(rat squeaking) -This is it, I mean it!

I'm through after this!

Hydia can do everything herself!

Are you gonna tell her?

Don't bother me.

Ahgg, you in there?

He's in there.

We need your help, Ahgg!

Please, Ahgg, don't be difficult.

Nice Ahgg, here!

I baked something special for you!

Ahggie likes it.

Does that mean you'll help?

Is that a yes or a no?

I'm sorry, bushwoolie.

I didn't mean to make you cry.

You cry, I cry! I'm sorry!

I'm just sad we haven't found Spike and Lickety-Split.

I guess I'm a failure.

A failure. Yeah, you failed.

Oh yeah, yeah, yeah.

You don't have to agree with everything I say.

Yes I do!

Bushwoolies agree with everything.

Always, all the time! Yes, we do, yes, yes!

Don't you ever have anything to say for yourself?

Yeah. Run!

Run? Why run?

Run!

We must be going the right way.

There are the giant sunflowers!

There's no time to go around them,

we have to go through!

They're so tall, we'll get lost!

Just keep your eye on the sky!

I'll get you through safely!

Great idea, Wind Whistler!

Good thing you came along.

We'll make it for sure now!

-We'll just-- -Bubble down, Fizzy.

We won't get anywhere if you don't stop talking!

Sorry!

It's just that sometimes I get so excited--

Follow me!

Gee, I don't see why a Little Pony

can't be enthusiastic once in a while.

Straight ahead!

You're doing splendidly!

Now I know how an ant feels!

To the left! You're drifting!

Stay close, everybody!

How much farther?

You've reached the half-way point!

Oh, no!

What is it?

Smooze! Run for it!

Get on!

That way!

Faster!

It's coming closer!

Megan!

Keep going! I'll catch up to ya!

Help!

Can you jump it, Fizzy?

Gosh, I don't think so!

I can! Get on!

What about Fizzy?

Not to worry! I'll just use my unicorn magic!

Come on!

Hold on!

Where's Megan?

Here goes nothin'!

Help me!

I'm falling!

Hold on!

I can't!

Megan!

Are you all right?

I'm fine, thanks to Wind Whistler.

It's easy to be courageous when helping others.

Gee, Wind Whistler, that's beautiful.

I love the way you talk.

Smoozeball coming! Look out!

-Hi! -Bushwoolie!

We thought you were a smoozeball!

What about Lickety-Split and Spike?

We can't find them!

Oh, Shady, that's terrible.

I tried, I really did. We looked everywhere, honest.

Yeah, everywhere. Shady tried.

I'm sure you did.

Now that Megan's here, maybe my Iuck'll change.

We're gonna need all the luck we can get.

If this map is right, Flutter Valley is that way

through a place called Shadow Forest.

-Ooh! -Danny!

What do you think, King?

Dream Castle that way!

You sure?

Seems to me we've been that way already.

What's over there?

Smooze!

Climb on!

Spike, tail Smoozed!

It's one of my favorite parts.

Oh, Spike.

Don't be sad.

Not too bad.

Maybe I can use it to steer.

Nothing else to do with it now.

More Smooze!

Lean to the right, everybody! Lean!

Prepare to go ashore!

That was close.

We almost went way of Grundleland!

(crying) Oh, Grundleland!

Must remember not to mention Grundleland!

(crying) Oh, Grundleland!

Grundlemumf!

Gee, if only I hadn't run away,

none of this would've happened to me.

It bring Grundle King.

That's true, but we're lost,

your tail's Smoozed, and it's all my fault!

If only somebody could help me!

(voice echoing in well) Help me!

Hey, wait!

Maybe you can wish away the Smooze!

That's not a wishing well.

It can't help.

Can't hurt.

Go ahead, Lickety-Split, make your wish!

Who knows, maybe it'll change things!

I don't know, there's an awful lot to change.

♪ No one's in a fix like I am ♪

♪ I am ♪

♪ No one has the luck I do ♪

♪ I do ♪

♪ No one had the ♪ ♪ setbacks I have ♪

♪ I have ♪

♪ Look where life ♪ ♪ has led me to ♪

♪ Me to ♪

♪ Nothing I can ♪ ♪ see can help me ♪

♪ Help me ♪

♪ And with all that ♪ ♪ we've come through ♪

♪ Come through ♪

♪ I wish this was a dream ♪ ♪ so I could wake up ♪

♪ Wake up ♪

♪ But what good ♪ ♪ will wishing do ♪

Ah, come on, Lickety-Split, make a real wish!

Feeling sorry for yourself isn't going to improve

the situation.

I can't help it!

Everything looks so hopeless!

♪ Nothing I can ♪ ♪ see can help me ♪

♪ Help me ♪

♪ Somebody will save you ♪

♪ Who? ♪

♪ Who? ♪

♪ I wish there was some ♪ ♪ cozy little inn near ♪

♪ In here ♪

♪ But what good ♪ ♪ will wishing do? ♪

♪ It might make your ♪ ♪ dream come true ♪

Hey, someone's down there!

It's a, what is it?

I'm Morning Glory, a Flutter Pony.

Who are you?

Lickety-Split.

I'm a baby pony.

And I'm Spike.

And I am king of Grundles.

We are rest of Grundles!

You live in this well?

Goodness, no!

I stopped for a drink and fell in.

My wings got wet and I couldn't fly out.

Oh, thank you.

What are all of you doing here?

Trying to get away from some ugly purple stuff!

Smooze?

You know about Smooze?

Flutter Ponies know all about the Smooze!

You help us?

Certainly!

You helped me. It's only fair!

Then my wish did come true!

Follow me, I'll take you to Flutter Valley.

Here comes the Smooze!

How close is it?

Too close!

It's Shadow Forest, all right.

Looks so dark in there.

You should've brought your nightlight!

Danny!

Only kidding.

You were not!

Over here, I found a trail, hurry!

Gee, I finally did something good.

Maybe my luck is changing!

It's scary in here.

Aw, they're only shadows.

Don't be such a chicken.

What was that?

It's only a tree branch.

An oak, I believe.

Nothing to be frightened of.

You bring your night light, Danny?

All right, big deal.

So I thought it was something else.

What, a monster?

Come on, you two, that's enough.

There aren't any monsters here!

But where's here?

We're lost, I just know it!

We're not lost, Shady.

Relax.

Oh, oh, here we are!

What are all those squiggly lines?

I don't know.

I do now!

Run!

Wait! There's no need to panic.

Now panic!

We'll never make it through the forest!

Yes, we will!

Fizzy!

Fizzy, come back!

I wish I could disappear like that!

Keep running!

(panting) Don't stop!

Flutter Valley should be right through there!

Look!

What a wonderful place!

These flowers are the most beautiful I've ever seen!

Smell so sweet.

I bet Flutter Valley's down the other side

of that tall, furry plant.

There's no tall, furry plant on the map.

ReaHy?

Careful, don't touch it.

Oh, my goodness!

Awesome!

It's the ugliest thing I've ever seen.

Reminds me of your friend Lori.

Does not!

Perhaps there's another entrance into Flutter Valley.

Not according to the map.

Maybe it'll go home.

Maybe we should go home.

Let's see if it's hungry!

Danny!

Hey, Uggo, you hungry?

See? Ifsgood.

Here, go get it!

Now's our chance!

We can't do it, it's too sticky!

Keep trying!

Look out! He's coming back!

We're stuck!

Hurry, please!

There!

We've gotta get past it!

I know!

I heard spiders are ticklish!

That's the dumbest thing I ever heard!

-Is not! -Is too!

You just watch!

It laughed!

Hmmph, barely.

Start tickling, everybody!

The web's falling apart!

Keep it up!

Goochie goochie goo!

I knew spiders were ticklish!

That's cause you're my sister!

Good work, Molly!

Ew, Danny kissed me!

There's an opening!

Come on!

Megan!

Help me!

Oh, it's unbelievable!

I never dreamed anything could be so beautiful!

Look at all the Flutter Ponies!

There're so many of 'em!

But they're not very big.

How can they stop the Smooze?

Let's find out.

Where'd they all go?

Maybe they're afraid of us.

Maybe they don't want us here.

Hello!

We're not here to hurt you, Flutter Ponies!

We need your help!

Up there!

I am Rosedust, the queen of the Flutter Ponies.

Um, I'm Megan.

And these are my friends, the Little Ponies.

I heard you say you need our help.

Oh, we do, Rosedust!

The Smooze!

We've been told that you're the only ones who can stop it.

This is true, we have that power.

Will you help us, then?

Try to understand.

We wish only to be left alone.

Then you won't help the Little Ponies?

No.

You have to help them, Rosedust.

Morning Glory.

Lickety-Split, Spike!

I never thought we'd see you again!

They need our help, Rosedust.

It's not our fight, Morning Glory.

But it is! It's everybody's fight!

Yeah, everybody has to help everyone else!

I mean, I wouldn't even be here

if it wasn't for the Grundles!

Greetings.

Somebody has to stop the Smooze.

Please, Rosedust!

The Little Ponies are finished!

There's no escape this time!

It's nearly on top of us!

We'll have to make a run for it!

We can't!

We are surrounded by Smooze!

To the roof!

Just watch!

The Smooze will do the rest.

What're we going to do?

Everyone, close your eyes.

Close 'em.

That's it.

Now I want you all to think of Megan

and Magic Star, and Fizzy and Wind Whistler.

Now imagine a sky filled with Flutter Ponies.

Do y'see 'em?

I don't see anything.

Neither do I.

I do, I do!

What's that sound?

It's them!

They're coming!

Lickety-Split, you're back.

Shift to Utter Flutter!

Push back the Smooze!

It's the Flutter Ponies!

My Smooze!

Hooray!

Get the witches!

I'm glad you're home, Lickety-Split.

Me too.

Fight back, Smooze!

Don't let 'em beat you!

Come on, Smooze!

You coward!

Work, Phlume!

Do something!

It's Dream Castle!

The Rainbow of Light, it's okay now!

Thank you, Flutter Ponies.

Your twinkle is back, Sweet Stuff.

Return to the volcano!

It's our only chance!

You said nothing could stop the Smooze!

I lied!

Look out!

I thought we didn't need anybody else!

Is that another lie?

Put us down, Rainbow, please put us down!

No, don't put us down!

Don't do that!

Look what you've done.

You and your Smooze!

Oh, it's all your fault, Mama!

This is not my fault!

And don't call me Mama!

-Mama! -Mother!

-Mommy! -Ma!

Mrs. Mom!

Uh, Rosedust, before you leave,

do you think maybe you could, uh, do something about this?

Certainly.

Brace yourself.

I always liked my tail.

Thanks.

Oh, one more thing.

Do you think you could do anything

about my friends, the Grundles?

I'll need a little help for that.

Grundlemumf, what doing?

Grundles good.

They're trying to take off the Smooze, King.

What Smooze?

Grundles never Smoozed.

Kingdom Smoozed, Grundles not.

What you see is what you got.

Sorry, King.

Well, personally, I think Grundles are not only good,

Grundles are beautiful.

Yeah, beautiful.

Really neat.

Grundles good.

And as thanks for saving Lickety-Split,

we want you to have Dream Castle.

You can begin your kingdom again.

You mean it?

It's yours.

We have Paradise Estate now.

Grundle king touched.

Having new kingdom better than vacation.

Good-bye, Little Ponies!

Good-bye, good-bye!

Bye!

-Bye! -Good-bye!

You sure gave us a scare, Rainbow.

You keep it, Lickety-Split.

The Rainbow of Light belongs here, with the Little Ponies.

I belong here too.

I can't think of a better place to be.

Yeah, it's the best.

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Now comes the time ♪ ♪ to say good-bye ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Could that be a ♪ ♪ teardrop in your eye ♪

♪ No need for sorrow ♪

♪ Think of tomorrow ♪

♪ We'll be together again ♪

♪ My Little Pony, ♪ ♪ my Little Pony ♪

♪ Hope you keep ♪ ♪ smiling till then ♪

♪ I hope you keep ♪ ♪ smiling till then ♪