1
00:00:04,017 --> 00:00:06,293
So sorry, Fluttershy.

2
00:00:06,293 --> 00:00:08,754
I hate being late for our weekly get together.

3
00:00:08,754 --> 00:00:09,776
The usual.

4
00:00:11,355 --> 00:00:15,209
But you will not believe what happened to me.

5
00:00:15,209 --> 00:00:16,695
Is everything all right?

6
00:00:16,695 --> 00:00:18,553
Oh, it's much more than all right.

7
00:00:18,553 --> 00:00:26,262
I was on my way here, wearing my latest hat creation, when 
 who should stop on on the street but Photo Finish.

8
00:00:26,262 --> 00:00:27,748
Photo Finish?

9
00:00:29,652 --> 00:00:33,228
She's the most famous fashion 
photographer in all of Equestria.

10
00:00:34,076 --> 00:00:40,426
Anyhoo, she saw my hat and said it was absolutely marvelous.

11
00:00:40,426 --> 00:00:42,516
What a lovely compliment.

12
00:00:42,516 --> 00:00:48,042
She was so impressed that she wants to take some pictures of my shop featuring some of my clothes.

13
00:00:49,575 --> 00:00:51,479
That's wonderful.

14
00:00:51,479 --> 00:00:56,866
Do you know what this could mean for my fashion career?

15
00:00:56,866 --> 00:00:59,699
Oh, Rarity, I'm so happy for you.

16
00:00:59,699 --> 00:01:03,042
But I'm going to need some pony fabulous to model for me.

17
00:01:03,042 --> 00:01:06,897
Some pony with beauty. Some pony with grace.

18
00:01:06,897 --> 00:01:09,544
Some pony...like you?

19
00:01:09,544 --> 00:01:12,237
Oh, goodness, I don't know.

20
00:01:12,237 --> 00:01:14,838
Oh, this is such a huge opportunity.

21
00:01:14,838 --> 00:01:17,299
And it would mean so much to me.

22
00:01:17,299 --> 00:01:19,296
I'm flattered, really.

23
00:01:19,296 --> 00:01:22,384
No pony is going to have your elegance and poise.

24
00:01:22,384 --> 00:01:23,592
-But...
-No pony.

25
00:01:23,592 --> 00:01:26,053
-There has to be some pony more quali-
-Please?

26
00:01:26,053 --> 00:01:27,655
-Some pony more into fashion-
-Please?

27
00:01:27,655 --> 00:01:31,928
-Some pony more comfortable in the spotlight...
-Please, please, please...

28
00:01:33,971 --> 00:01:37,919
Oh, if it's that important 
to you, of course I'll do it.

29
00:01:37,919 --> 00:01:40,029
Oh, thank you, thank you, 
thank you, thank you!

30
00:01:40,287 --> 00:01:42,075
You are the best friend a pony could ever have.

31
00:01:43,724 --> 00:01:48,037
What a wonderful way to spend an afternoon.

32
00:01:48,368 --> 00:01:53,029
Isn't it? Though I was so afraid you wouldn't agree
to model for me that I felt completely frazzled.

33
00:01:53,029 --> 00:01:56,003
I think I feel a pimple coming on.

34
00:01:56,003 --> 00:01:57,056
Oh, only one solution.

35
00:01:58,956 --> 00:02:00,054
The usual.

36
00:02:02,578 --> 00:02:08,076
(theme song begins) My Little Pony, My Little Pony, ah, ah, ah, ah,

37
00:02:08,755 --> 00:02:13,007
(My Little Pony) Twilight: I used to wonder what friendship could be

38
00:02:13,074 --> 00:02:17,011
(My Little Pony) Until you all shared its magic with me

39
00:02:17,114 --> 00:02:19,034
Rainbow Dash: Big adventure
Pinkie Pie: Tons of fun

42
00:02:23,592 --> 00:02:25,091
All: And magic makes it all complete, yeah

43
00:02:25,914 --> 00:02:34,060
(My Little Pony) Do you know, you're all my very best friends

44
00:02:38,081 --> 00:02:41,066
She's going to want to see attitude and pizazz.

45
00:02:41,657 --> 00:02:45,000
A, a, attitude and, um, pizazz...

46
00:02:45,000 --> 00:02:49,046
More light. It has to catch the sequins just 
 so, or the whole outfit is just a disaster.

47
00:02:49,459 --> 00:02:52,076
Oh, and the headdress needs more feathers.

48
00:02:52,756 --> 00:02:54,038
Pinkie Pie! More feathers!

49
00:03:00,907 --> 00:03:03,032
And sequins! More sequins!

50
00:03:09,034 --> 00:03:11,026
And more ribbon!

51
00:03:11,263 --> 00:03:14,005
Oh no, less ribbon!

52
00:03:14,049 --> 00:03:16,018
No! More ribbon!

53
00:03:19,483 --> 00:03:21,094
Oh, this hem is completely off.

54
00:03:21,944 --> 00:03:23,015
PINCUSHION!

55
00:03:27,935 --> 00:03:31,063
Thank you all for helping me.

56
00:03:31,627 --> 00:03:35,016
I'm sorry to be so short with you, but I'm, I'm just so nervous.

57
00:03:35,156 --> 00:03:37,090
Oh, doesn't that hurt?

58
00:03:37,896 --> 00:03:40,050
Thick scales. Can't feel a thing.

59
00:03:40,497 --> 00:03:48,090
And even if I could, there is no pain that would keep me 
from assisting the most beautiful creature in the world.

60
00:03:48,902 --> 00:03:50,034
Ohhh...

61
00:03:50,342 --> 00:03:52,038
I'm going to tell you two a secret.

62
00:03:52,385 --> 00:03:54,001
But you have to PROMISE not to tell anyone.

63
00:03:54,011 --> 00:03:55,045
I promise.

64
00:03:55,045 --> 00:03:58,075
Cross my heart and hope to fly, 
stick a cupcake in my eye.

65
00:04:05,806 --> 00:04:09,029
I have a crush on Rarity.

66
00:04:09,289 --> 00:04:13,019
We won't say a word.

67
00:04:13,019 --> 00:04:16,058
-Give me a break. Every pony already knows how you...
-Twilight!

68
00:04:16,058 --> 00:04:19,032
You promised Spike you wouldn't say anything. He trusts you.

69
00:04:19,032 --> 00:04:22,057
And losing a friend's trust is the fastest way to lose a friend forever.

70
00:04:22,571 --> 00:04:25,068
-But...
-FOREVER!

71
00:04:26,612 --> 00:04:28,052
My lips are sealed.

72
00:04:28,516 --> 00:04:31,072
Though I'm pretty sure Rarity is gonna pick up on your feelings.

73
00:04:33,531 --> 00:04:39,043
I, Photo Finish, have arrived.

74
00:04:40,636 --> 00:04:43,010
Let me just say, what an honor!

75
00:04:44,584 --> 00:04:48,012
We begin...NOW!

76
00:04:50,249 --> 00:04:51,069
Rarity: Attitude and pizazz!

77
00:04:54,824 --> 00:04:57,094
Yes, show Photo Finish something!

78
00:04:57,935 --> 00:05:02,035
No! Yes!

79
00:05:05,422 --> 00:05:08,099
No! Yes!

80
00:05:13,585 --> 00:05:16,046
No! Yes!

81
00:05:17,997 --> 00:05:19,058
Enough!

82
00:05:24,754 --> 00:05:27,040
She hardly took any pictures.

83
00:05:29,677 --> 00:05:32,084
I'm so sorry. I tried my best.

84
00:05:32,835 --> 00:05:36,050
Well, the headdress is too big for you 
and the cape had too much sparkle.

85
00:05:36,504 --> 00:05:39,043
I can't believe I ever thought I could impress her.

86
00:05:39,429 --> 00:05:44,044
It seems that I, Photo Finish, have 
found the next fashion star here in Ponyville.

87
00:05:44,445 --> 00:05:45,051
Really?

88
00:05:45,513 --> 00:05:53,064
Yes, really. And I, Photo Finish, am 
going to help her shine all over Equestria.

89
00:05:55,521 --> 00:05:58,049
Tomorrow, a photo shoot in the park.

90
00:05:59,594 --> 00:06:00,088
I go.

91
00:06:03,021 --> 00:06:07,029
Did you hear that? I am going to shine all over Equestria.

92
00:06:07,293 --> 00:06:10,073
Oh, Rarity. I was so worried I'd ruined everything.

93
00:06:10,073 --> 00:06:13,084
Oh, never. I knew you'd be perfect.

94
00:06:28,098 --> 00:06:31,026
No, no, no...YES!

95
00:06:32,905 --> 00:06:35,037
That is definitely the one!

96
00:06:35,366 --> 00:06:37,013
Photo Finish is going to love it.

97
00:06:37,131 --> 00:06:39,036
Every pony is going to love it!

98
00:06:39,036 --> 00:06:42,010
Oh, I am so excited for you.

99
00:06:42,001 --> 00:06:47,012
Just don't forget all of us little ponies when you become 
the most famous fashion designer in all of Equestria.

100
00:06:47,115 --> 00:06:48,074
Never.

101
00:06:48,741 --> 00:06:50,004
Put me down here.

102
00:06:55,335 --> 00:06:57,052
Oh, no, no, no, no, no, no, no.

103
00:06:57,518 --> 00:07:00,012
The model should be in something simple.

104
00:07:00,119 --> 00:07:04,016
Something inspired by...the nature!

105
00:07:05,552 --> 00:07:07,092
That's just what I was thinking.

106
00:07:09,174 --> 00:07:13,035
Um, give me a moment and I'll, uh, put a little something together.

107
00:07:13,354 --> 00:07:15,058
Yes. That will not be necessary.

108
00:07:15,583 --> 00:07:16,093
But...but...

109
00:07:16,093 --> 00:07:20,018
How are you going to help me "shine across Equestria"

110
00:07:20,181 --> 00:07:23,020
if I don't design something new for these pictures?

111
00:07:23,199 --> 00:07:26,003
I am not going to help you shine across Equestria.

112
00:07:26,032 --> 00:07:29,028
I am going to help her shine.

113
00:07:29,283 --> 00:07:31,037
She is my star.

114
00:07:31,373 --> 00:07:32,095
You. Go.

115
00:07:41,357 --> 00:07:44,010
I can't, Rarity.

116
00:07:44,097 --> 00:07:45,082
Oh, but you must, Fluttershy.

117
00:07:45,816 --> 00:07:48,009
Photo Finish wants to make you a star.

118
00:07:48,091 --> 00:07:50,078
This is the opportunity of a lifetime.

119
00:07:50,785 --> 00:07:54,027
I know we were both hoping it would be my lifetime,

120
00:07:54,268 --> 00:07:56,054
but nonetheless, you can't throw away this chance.

121
00:07:56,543 --> 00:07:58,008
You must do this for me.

122
00:07:58,076 --> 00:08:01,014
You must. You must! YOU MUST!

123
00:08:01,141 --> 00:08:02,059
FLUTTERSHY!

124
00:08:02,594 --> 00:08:05,097
It is time to make...THE MAGICS.

125
00:08:10,011 --> 00:08:15,012
Oh, wunderbar! You are like a delicate flower.

126
00:08:15,119 --> 00:08:18,000
So much more alluring without all those sparkles and feathers.

127
00:08:24,005 --> 00:08:26,012
How'd it go? How'd it go?

128
00:08:26,125 --> 00:08:28,082
It didn't.

129
00:08:28,819 --> 00:08:32,007
Photo Finish wanted to work with Fluttershy, not me.

130
00:08:32,007 --> 00:08:35,000
Oh, Rarity. I'm so sorry.

131
00:08:34,995 --> 00:08:36,071
Is there anything we can do?

132
00:08:36,714 --> 00:08:40,057
I just want to be alone right now.

133
00:08:42,194 --> 00:08:45,082
You heard her. She wants to be alone.

134
00:08:49,485 --> 00:08:52,060
What? I didn't think she meant "ALONE" alone.

135
00:09:03,927 --> 00:09:05,027
Too much blush.

136
00:09:06,807 --> 00:09:08,029
Not enough.

137
00:09:09,732 --> 00:09:11,022
Too much.

138
00:09:11,219 --> 00:09:12,061
Not enough.

139
00:09:14,098 --> 00:09:16,010
Perfect.

140
00:09:16,095 --> 00:09:20,092
Ahhh, ahhh... AHHH... choo!

141
00:09:20,924 --> 00:09:25,015
Oh, yes! Even her sneezes are graceful.

142
00:09:25,015 --> 00:09:26,064
NOW GO.

143
00:09:27,751 --> 00:09:31,014
How do you feel? Excited? Overjoyed?

144
00:09:31,141 --> 00:09:32,072
Thrilled beyond your wildest dreams?

145
00:09:32,072 --> 00:09:34,076
Fluttershy: (softly, meekly) N-nervous.

146
00:09:34,764 --> 00:09:36,067
Photo Finish: Nervous? Doon't be reedeeculous.

147
00:09:36,668 --> 00:09:41,022
You're only facing a lahge crowd of poonies who vill
be vatching your every moove and silently judging you.

148
00:09:41,219 --> 00:09:44,005
(jazzy music playing)
Your cue! NOW GO! (Fluttershy squeaks)

149
00:09:44,052 --> 00:09:50,055
(ponies chattering)

150
00:09:52,829 --> 00:09:56,040
Fluttershy: (to self) You can't let Rarity down.

151
00:09:56,405 --> 00:09:57,047
You must do this.

152
00:09:57,473 --> 00:10:00,022
You must, you must, you must.

153
00:10:06,621 --> 00:10:09,064
(crowd cheering and stomping approval)

154
00:10:09,064 --> 00:10:12,031
Blond pony: So graceful.
Pink pony: So lovely.

155
00:10:12,031 --> 00:10:14,091
Hoity Toity: So perfect for my new advertisement!

156
00:10:24,385 --> 00:10:35,081
(ponies clamoring for Fluttershy)

157
00:10:40,731 --> 00:10:42,008
(Rarity gasps)

158
00:10:45,007 --> 00:10:51,011
(ponies chattering)

159
00:10:51,111 --> 00:10:53,006
Light blue pony: It's Fluttershy!

160
00:10:53,061 --> 00:11:02,079
(fans clamor for Fluttershy)

161
00:11:02,079 --> 00:11:03,058
(Fluttershy yelps)

162
00:11:03,058 --> 00:11:09,048
(paparazzi clamor for Fluttershy while taking pictures)

163
00:11:09,478 --> 00:11:13,052
(sewing machine humming, door opens)

164
00:11:13,518 --> 00:11:19,023
(fans clamoring for Fluttershy)

165
00:11:19,023 --> 00:11:23,004
Rarity: (strained) Wow. Look how popular you are.

166
00:11:23,038 --> 00:11:25,082
I'm so excited for you.

167
00:11:25,825 --> 00:11:28,019
(wistfully) You must be having the best time ever.

168
00:11:28,193 --> 00:11:32,042
Fluttershy: (morosely) Oh, yes. Best time ever.
(door slams open)

169
00:11:32,419 --> 00:11:36,004
Photo Finish: FLOOTERSHY! I have been lewking for you everyvere!

170
00:11:36,041 --> 00:11:37,062
Ve have za theeng at za place.

171
00:11:37,062 --> 00:11:40,068
Fluttershy: I'll see you at the spa. Our usual time?

172
00:11:40,685 --> 00:11:46,012
Rarity: (false sincerity) Of COURSE! I can't wait to 
 hear all about the..."thing" at the "place."

173
00:11:46,119 --> 00:11:48,030
(Fluttershy squeaks)

174
00:11:48,301 --> 00:11:54,025
Rarity: (pouts) I'm the one who should be 
 mobbed by strangers wherever I go!
(door opens)

175
00:11:54,246 --> 00:11:57,036
(perks up) Welcome to Carousel Boutique!

176
00:11:57,357 --> 00:12:00,061
Yellow pony: Is she still here? We heard Fluttershy was here.

177
00:12:00,608 --> 00:12:02,056
Rarity: (irked) Sorry. You just missed her.

178
00:12:02,559 --> 00:12:07,044
(cheerily) But you're still in luck! I'm having a
HUGE sale on some of my best designs!

179
00:12:07,435 --> 00:12:09,099
Yellow pony: (derisively) And you are...?

180
00:12:09,989 --> 00:12:11,061
Rarity: Rarity, of course.

181
00:12:11,614 --> 00:12:13,042
Yellow pony: Never heard of you.

182
00:12:13,425 --> 00:12:16,003
(Rarity growls under breath)

183
00:12:20,809 --> 00:12:24,076
Photo Finish: Obviously I, Photo Finish, am threeled to have found her.

184
00:12:24,757 --> 00:12:26,015
Fluttershy: (meekly) Photo Finish...?
(camera shutters click)

185
00:12:26,015 --> 00:12:30,019
Photo Finish: She's a natural in front of ze camera.
Fluttershy: Um...Photo Finish?

186
00:12:30,019 --> 00:12:34,037
Photo Finish: I only need to point and shoot, and I capture...ZE MAGICS.

187
00:12:34,037 --> 00:12:40,038
(ponies chattering)
Fluttershy: Photo Finish, I'm so sorry to interrupt. It's just that...I'm running late.

188
00:12:40,384 --> 00:12:42,089
Photo Finish: (hyperbolic gasp) How could I have forgotten?!

189
00:12:42,892 --> 00:12:45,012
Your appearance at the ballet opening!

190
00:12:45,121 --> 00:12:47,086
Everypony who ees anypony vill be zere!

191
00:12:47,861 --> 00:12:51,095
Fluttershy: Oh, actually, I'm supposed to be meeting my friend-
Photo Finish: WE GO.

192
00:12:54,013 --> 00:13:00,040
Rarity: (whining) My hooves are getting positively pruny, I've been waiting here so long.

193
00:13:01,375 --> 00:13:07,004
Obviously Fluttershy's just too busy with her new (snide inflection)
CAREER to spend time with her best friend.

194
00:13:07,004 --> 00:13:09,046
Twilight: I'm sure she just got tied up.

195
00:13:09,455 --> 00:13:12,089
Rarity: (sarcastically) Of course she did. She's a big, bright, shining star!

196
00:13:12,892 --> 00:13:15,049
(maliciously) I wish that star would BURN OUT.

197
00:13:15,492 --> 00:13:18,032
Twilight: (taken aback) Rarity! Fluttershy is your friend!

198
00:13:18,325 --> 00:13:20,032
Rarity: I know, I know!

199
00:13:20,322 --> 00:13:23,090
And I should be happy for her, but instead I'm just...nngh, jealous!

200
00:13:23,898 --> 00:13:26,031
Oh, please promise you won't tell her I feel this way.

201
00:13:26,313 --> 00:13:29,038
(pleading) Please, please, pleasepleasePLE-E-E-EASE!

202
00:13:29,378 --> 00:13:30,077
Twilight: You have my word.

203
00:13:30,771 --> 00:13:34,000
Losing a friend's trust is the fastest way to lose a friend.

204
00:13:33,999 --> 00:13:35,062
Pinkie Pie: FOREVEEEER!
(Twilight shrieks)

205
00:13:39,618 --> 00:13:43,024
Twilight: Wow! You look great!

206
00:13:43,024 --> 00:13:48,058
Rarity: Fluttershy may be the one who's famous, but that 
 doesn't mean I have to stop looking fabulous.

207
00:13:52,621 --> 00:13:55,050
Fluttershy: Rarity, I'm so sorry I'm-

208
00:13:55,005 --> 00:13:59,045
Oh, no. She's already gone, isn't she?

209
00:13:59,448 --> 00:14:01,003
Twilight: Sorry.

210
00:14:01,027 --> 00:14:03,083
Fluttershy: Oh, I can't believe this.

211
00:14:03,829 --> 00:14:11,066
I'm so frustrated I could just scream.
(inhales sharply, squeaks very softly)

212
00:14:11,661 --> 00:14:13,033
Twilight: Feel better?

213
00:14:13,333 --> 00:14:19,014
Fluttershy: (sighs) No. Can I tell you something?
Twilight: Of course.

214
00:14:19,138 --> 00:14:21,060
Fluttershy: You promise not to tell Rarity?

215
00:14:21,006 --> 00:14:22,081
Twilight: I swear.

216
00:14:22,807 --> 00:14:24,034
Fluttershy: Pinkie Pie swear?

217
00:14:24,034 --> 00:14:27,045
Twilight: Cross my heart and hope to fly, stick 
 a cupcake in my (pokes eye) OOWW!

218
00:14:29,082 --> 00:14:32,037
Fluttershy: I don't like being a model.

219
00:14:32,374 --> 00:14:34,046
No, I HATE being a model.

220
00:14:34,463 --> 00:14:36,055
All this attention is awful, just awful.

221
00:14:36,553 --> 00:14:39,011
And I'm only doing it because Rarity told me I must.

222
00:14:39,107 --> 00:14:44,036
I must! I must! (weary sigh) I must...

223
00:14:44,355 --> 00:14:46,054
Twilight: Oh, really...?

224
00:14:46,538 --> 00:14:51,098
Well, if you wanna know the truth, Rarity-

225
00:14:56,267 --> 00:14:58,012
Fluttershy: Oh, what were you about to say?

226
00:14:58,125 --> 00:15:00,021
Pinkie Pie: (ominously) Foreveeeer!

227
00:15:00,214 --> 00:15:02,028
Twilight: (hastily) Nothing!

228
00:15:06,321 --> 00:15:11,048
Twilight: I was just thinking. If you really don't 
 like being a model, you could always quit.

229
00:15:11,476 --> 00:15:16,026
Fluttershy: Oh, no. I could never do such a thing. Rarity would be devastated.

230
00:15:16,259 --> 00:15:17,084
Twilight: But Rarity told me-

231
00:15:17,838 --> 00:15:18,063
(Twilight gasps)

232
00:15:21,043 --> 00:15:23,088
(Pinkie Pie chomps apple slowly and deliberately)

233
00:15:28,148 --> 00:15:30,070
Pinkie Pie: (swallows, cheerily) Mmm, juicy!

234
00:15:30,702 --> 00:15:32,065
(Twilight sighs heavily)

235
00:15:32,653 --> 00:15:36,009
Fluttershy: (moans) If only all these ponies didn't like me so much.

236
00:15:36,089 --> 00:15:38,032
Photo Finish wouldn't want me to model anymore.

237
00:15:38,318 --> 00:15:41,048
She'd find somepony else with "ze magics."

238
00:15:41,546 --> 00:15:43,017
Twilight: (resigned) I guess you're right.

239
00:15:44,239 --> 00:15:46,093
(epiphany) You're right. You're right you're right you're RIGHT!

240
00:15:46,933 --> 00:15:49,081
(ponies gasping)
Pink-haired pony: It's Fluttershy!

241
00:15:49,812 --> 00:15:54,078
(cacophony of pony chatter)

242
00:15:54,781 --> 00:15:59,001
Twilight: Don't you see? On her own, Fluttershy could NEVER do something unattractive.

243
00:15:59,007 --> 00:16:02,091
But if I used my magic to help her 
 do something unattractive at her next fashion show,

244
00:16:02,908 --> 00:16:04,090
noone will ever want her to model again!

245
00:16:04,905 --> 00:16:09,050
And if Fluttershy no longer has to be a model, Rarity 
 will no longer have to be jealous of her.

246
00:16:09,503 --> 00:16:11,087
And I'LL no longer have to keep their secrets!

247
00:16:11,871 --> 00:16:13,031
It's the perfect plan! (claps hooves)

248
00:16:13,311 --> 00:16:15,003
You can't tell anyone about it.

249
00:16:15,029 --> 00:16:16,098
(begging) Promise me you won't tell anyone?

250
00:16:25,989 --> 00:16:29,010
Twilight: (confused) So...you DO promise? Or you don't?

251
00:16:29,001 --> 00:16:30,059
Pinkie Pie: Uh, YES!

252
00:16:30,586 --> 00:16:32,091
(rapidly) Obviously, that's why I zipped my mouth closed,

253
00:16:32,908 --> 00:16:34,032
then locked it with a key,

254
00:16:34,325 --> 00:16:35,044
then dug a hole,

255
00:16:35,439 --> 00:16:36,042
then buried the key,

256
00:16:36,415 --> 00:16:38,041
then built a house atop the hole where I buried the key,

257
00:16:38,412 --> 00:16:40,000
then moved the house atop the hole!

258
00:16:40,037 --> 00:16:42,001
Twilight: (sarcastically) Obviously.

259
00:16:43,497 --> 00:16:49,009
(ponies chattering, bass-heavy fashion show music playing)

260
00:16:49,859 --> 00:16:52,003
Fluttershy: You really think it'll work?

261
00:16:52,274 --> 00:16:54,004
Twilight: They love you for being you!

262
00:16:54,364 --> 00:16:56,006
So all I have to do is make you not be you!

263
00:16:56,642 --> 00:16:57,009
Just leave it to me.

264
00:17:00,726 --> 00:17:07,004
(ponies chattering)

265
00:17:07,367 --> 00:17:09,009
Rarity: Guess it's time to see what all the fuss is about.

266
00:17:17,537 --> 00:17:20,002
(Fluttershy grunts)

267
00:17:20,184 --> 00:17:21,009
(music abruptly stops, ponies gasp)

268
00:17:21,949 --> 00:17:28,007
(bizarre noises, Fluttershy shrieks repeatedly)

269
00:17:28,683 --> 00:17:30,003
(ponies gasp, Photo Finish faints)

270
00:17:30,308 --> 00:17:33,000
(ponies gasp)

271
00:17:35,184 --> 00:17:37,005
(Fluttershy yelps)

272
00:17:37,506 --> 00:17:40,009
(ponies gasp)

273
00:17:40,897 --> 00:17:43,009
(ponies chatter)

274
00:17:45,076 --> 00:17:46,006
(Fluttershy barks like a dog)

275
00:17:46,609 --> 00:17:49,002
(ponies gasp and gag)

276
00:17:49,232 --> 00:17:50,009
Rarity: Oh, no.

277
00:17:50,904 --> 00:17:52,007
(Fluttershy brays like a donkey)

278
00:17:52,739 --> 00:17:55,008
(ponies gasp)
Yellow pony: Get her off the stage!

279
00:17:55,804 --> 00:17:58,005
Blue-haired pony: She's an embarrassment to all things fashion!

280
00:17:58,544 --> 00:18:01,007
Photo Finish: I, Photo Finish, haff made a terrible mistake!

281
00:18:02,305 --> 00:18:05,005
(ponies chattering)

282
00:18:05,051 --> 00:18:08,000
Rarity: (applauding) Bravo! I say, bravo!

283
00:18:07,971 --> 00:18:12,006
(Rarity applauding)
Lavender pony: "Bravo?!" Who could POSSIBLY say "bravo" to that HORRID display?

284
00:18:12,569 --> 00:18:15,001
Rarity: Such attitude! Such pizazz!

285
00:18:15,137 --> 00:18:20,002
Rarity: She's invented an entirely new kind of modeling! 
 Bravo!
Lavender pony: Who is saying these things?!

286
00:18:20,161 --> 00:18:24,006
Pink pony: It's HER. The unicorn in the gorgeous cape and headdress.

287
00:18:24,573 --> 00:18:29,001
Lavender pony: Now, THAT is a pony that clearly 
 knows a thing or two about fashion.

288
00:18:29,055 --> 00:18:35,000
Well, if THAT fabulous pony likes it, then I do, too! BRAVO!

289
00:18:34,999 --> 00:18:43,004
(crowd joins in applause and cheering)

290
00:18:43,358 --> 00:18:45,003
(Fluttershy moans)

291
00:18:46,841 --> 00:18:50,002
Fluttershy: This is awful, just awful!

292
00:18:50,231 --> 00:18:52,008
Somehow, I've become MORE popular than ever.

293
00:18:52,832 --> 00:18:56,001
Oh, I'm so frustrated I could just KICK something!

294
00:18:56,129 --> 00:18:59,002
(vase wobbles lightly)

295
00:18:59,171 --> 00:19:02,006
If only Rarity didn't want me to be a model so badly.

296
00:19:02,608 --> 00:19:05,003
Twilight: Ugh! But Rarity- (plugs own mouth)

297
00:19:05,255 --> 00:19:08,004
Rarity: Fluttershy! Are you all right?!

298
00:19:08,413 --> 00:19:13,001
Fluttershy: (strained) I'm great! I'm a super famous fashion model!

299
00:19:13,057 --> 00:19:14,009
Why wouldn't I be great?

300
00:19:14,914 --> 00:19:17,007
Twilight: Because you ha-! (plugs mouth, mumbles incoherently)

301
00:19:17,747 --> 00:19:20,007
Rarity: Out there on the runway, everyone was turning on you, and...

302
00:19:20,719 --> 00:19:26,000
(voice breaking) Oh...Oh, Fluttershy. It's so awful...I wanted them to.

303
00:19:26,013 --> 00:19:27,005
Fluttershy: You did?!

304
00:19:27,453 --> 00:19:31,002
Twilight: Of COURSE she did! Because-! (plugs mouth with fruit)

305
00:19:31,215 --> 00:19:35,008
Rarity: I'M JEALOUS! I wanted all the attention, 
 and instead it was going to you!

306
00:19:35,812 --> 00:19:40,000
I even started hoping that you would do something 
 silly so your modeling career would be over.

307
00:19:39,992 --> 00:19:42,009
But then, when it started happening,

308
00:19:42,917 --> 00:19:47,009
all I could think was how could I want you 
 to fail at something you love so much?

309
00:19:47,886 --> 00:19:51,003
Twilight: But...Fluttershy doesn't-! (grunts)

310
00:19:51,277 --> 00:19:55,009
Fluttershy: Love? Oh, Rarity. I hate being a model.

311
00:19:55,921 --> 00:19:57,000
Rarity: You do?

312
00:19:57,035 --> 00:19:58,003
Fluttershy: More than anything.

313
00:19:58,289 --> 00:20:00,003
Rarity: Then why did you keep doing it?

314
00:20:00,286 --> 00:20:06,002
Fluttershy: I was afraid if I quit, you'd be mad at 
 me for not wanting to "shine all over Equestria."

315
00:20:06,184 --> 00:20:10,006
Rarity: And I thought if I told you how jealous I was 
 of your success, you'd think I was a terrible friend!

316
00:20:10,642 --> 00:20:12,001
Fluttershy: Never.

317
00:20:12,082 --> 00:20:13,005
Rarity: All this time!

318
00:20:13,475 --> 00:20:15,007
Fluttershy: If we'd just told each other the truth.

319
00:20:15,704 --> 00:20:18,009
Rarity: I promise never to keep my feelings a secret again.

320
00:20:18,862 --> 00:20:20,000
Fluttershy: Me, too.

321
00:20:20,000 --> 00:20:23,005
Rarity and Fluttershy: Cross my heart and hope to
fly, stick a cupcake in my eye.

322
00:20:23,529 --> 00:20:27,001
(both giggle)
Photo Finish: You were brilliant. BRILLIANT!

323
00:20:27,105 --> 00:20:31,000
I've already got six photo shoots lined up for tomorrow ALONE!

324
00:20:30,959 --> 00:20:35,008
Fluttershy: I'm sorry, Photo Finish, but I don't think 
 I'll be able to make any of them.

325
00:20:35,836 --> 00:20:37,003
Photo Finish: Vaaaat?

326
00:20:37,322 --> 00:20:39,000
Rarity and Fluttershy: We go!
(brohoof)

327
00:20:39,004 --> 00:20:43,005
(Rarity and Fluttershy giggle)
Photo Finish: Vat has just happened...?

328
00:20:43,545 --> 00:20:47,001
Twilight: SPIKE HAS A CRUSH ON RARITY!

329
00:20:47,074 --> 00:20:51,000
Pinkie Pie: (sighs) And you were doing so well.

330
00:20:50,975 --> 00:20:55,002
Fluttershy: Now this is a wonderful way to spend an afternoon.

331
00:20:55,248 --> 00:20:57,001
Rarity: Isn't it, though?

332
00:20:57,105 --> 00:20:58,009
Twilight: "Dear Princess Celestia,

333
00:20:58,876 --> 00:21:02,000
Being a good friend means being able to keep a secret.

334
00:21:01,981 --> 00:21:06,000
But you should never be afraid to share 
 your true feelings with a good friend."

335
00:21:05,975 --> 00:21:07,008
Did you get all that, Spike?

336
00:21:07,833 --> 00:21:09,008
Spike: (indignantly) No. I did not.

337
00:21:09,083 --> 00:21:13,007
I still can't believe you told someone about my secret feelings for Rarity!

338
00:21:13,684 --> 00:21:17,009
Twilight: You're right. That was wrong of me, and I'm very sorry.

339
00:21:17,091 --> 00:21:19,008
Spike: Apology accepted.

340
00:21:19,814 --> 00:21:22,008
Twilight: NOW will you take down my letter to Princess Celestia?

341
00:21:22,833 --> 00:21:24,002
Spike: I would love to!

342
00:21:24,002 --> 00:21:27,003
(dreamily) But I'm a little busy at the moment.

343
00:21:27,291 --> 00:21:29,004
(Twilight sighs)

344
00:21:31,424 --> 00:21:33,005
(ending theme begins) My Little Pony

345
00:21:35,079 --> 00:21:38,000
My Little Pony

346
00:21:40,201 --> 00:21:48,007
(instrumental)

347
00:21:48,007 --> 00:21:54,009
My Little Pony, friends